{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/8.9A-305.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/8.9A-305.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/8.9A-305.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/8.9A-305.html"}],"law_id":79061,"edition_id":1,"section_id":79061,"structure_id":13859,"section_number":"8.9A-305","catch_line":"Law governing perfection and priority of security interests in investment property","history":"Code 1950, \u00a7 55-9; 1964, c. 219, \u00a7 8.9-103; 1973, c. 509; 1984, c. 613; 1996, c. 216; 1997, c. 343; 2000, c. 1007; 2024, c. 652.","full_text":"a\n\nGoverning law; general rules. Except as otherwise provided in subsection (c), the following rules apply:1\n\nWhile a security certificate is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in the certificated security represented thereby.2\n\nThe local law of the issuer’s jurisdiction as specified in § 8.8A-110 (d) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in an uncertificated security.3\n\nThe local law of the securities intermediary’s jurisdiction as specified in § 8.8A-110 (e) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a security entitlement or securities account.4\n\nThe local law of the commodity intermediary’s jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a commodity contract or commodity account.5\n\nParagraphs (2), (3), and (4) apply even if the transaction does not bear any relation to the jurisdiction.b\n\nCommodity intermediary’s jurisdiction. The following rules determine a commodity intermediary’s jurisdiction for purposes of this part:1\n\nIf an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that a particular jurisdiction is the commodity intermediary’s jurisdiction for purposes of this part, this title, or the Uniform Commercial Code, that jurisdiction is the commodity intermediary’s jurisdiction.2\n\nIf paragraph (1) does not apply and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the commodity intermediary’s jurisdiction.3\n\nIf neither paragraph (1) nor paragraph (2) applies and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the commodity account is maintained at an office in a particular jurisdiction, that jurisdiction is the commodity intermediary’s jurisdiction.4\n\nIf none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the commodity customer’s account is located.5\n\nIf none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction is the jurisdiction in which the chief executive office of the commodity intermediary is located.c\n\nWhen perfection governed by law of jurisdiction where debtor located. The local law of the jurisdiction in which the debtor is located governs:1\n\nperfection of a security interest in investment property by filing;2\n\nautomatic perfection of a security interest in investment property created by a broker or securities intermediary; and3\n\nautomatic perfection of a security interest in a commodity contract or commodity account created by a commodity intermediary.","order_by":null,"text":{"0":{"id":283184,"text":"Governing law; general rules. Except as otherwise provided in subsection (c), the following rules apply:","type":"section","prefixes":["a"],"prefix":"a","entire_prefix":"a","prefix_anchor":"a","level":1,"next_prefix":"a1"},"1":{"id":283185,"text":"While a security certificate is located in a jurisdiction, the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in the certificated security represented thereby.","type":"section","prefixes":["a","1"],"prefix":"1","entire_prefix":"a1","prefix_anchor":"a1","level":2,"prior_prefix":"a","next_prefix":"a2"},"2":{"id":283186,"text":"The local law of the issuer’s jurisdiction as specified in § 8.8A-110 (d) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in an uncertificated security.","type":"section","prefixes":["a","2"],"prefix":"2","entire_prefix":"a2","prefix_anchor":"a2","level":2,"prior_prefix":"a1","next_prefix":"a3"},"3":{"id":283187,"text":"The local law of the securities intermediary’s jurisdiction as specified in § 8.8A-110 (e) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a security entitlement or securities account.","type":"section","prefixes":["a","3"],"prefix":"3","entire_prefix":"a3","prefix_anchor":"a3","level":2,"prior_prefix":"a2","next_prefix":"a4"},"4":{"id":283188,"text":"The local law of the commodity intermediary’s jurisdiction governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a commodity contract or commodity account.","type":"section","prefixes":["a","4"],"prefix":"4","entire_prefix":"a4","prefix_anchor":"a4","level":2,"prior_prefix":"a3","next_prefix":"a5"},"5":{"id":283189,"text":"Paragraphs (2), (3), and (4) apply even if the transaction does not bear any relation to the jurisdiction.","type":"section","prefixes":["a","5"],"prefix":"5","entire_prefix":"a5","prefix_anchor":"a5","level":2,"prior_prefix":"a4","next_prefix":"b"},"6":{"id":283190,"text":"Commodity intermediary’s jurisdiction. The following rules determine a commodity intermediary’s jurisdiction for purposes of this part:","type":"section","prefixes":["b"],"prefix":"b","entire_prefix":"b","prefix_anchor":"b","level":1,"prior_prefix":"a5","next_prefix":"b1"},"7":{"id":283191,"text":"If an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that a particular jurisdiction is the commodity intermediary’s jurisdiction for purposes of this part, this title, or the Uniform Commercial Code, that jurisdiction is the commodity intermediary’s jurisdiction.","type":"section","prefixes":["b","1"],"prefix":"1","entire_prefix":"b1","prefix_anchor":"b1","level":2,"prior_prefix":"b","next_prefix":"b2"},"8":{"id":283192,"text":"If paragraph (1) does not apply and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the agreement is governed by the law of a particular jurisdiction, that jurisdiction is the commodity intermediary’s jurisdiction.","type":"section","prefixes":["b","2"],"prefix":"2","entire_prefix":"b2","prefix_anchor":"b2","level":2,"prior_prefix":"b1","next_prefix":"b3"},"9":{"id":283193,"text":"If neither paragraph (1) nor paragraph (2) applies and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the commodity account is maintained at an office in a particular jurisdiction, that jurisdiction is the commodity intermediary’s jurisdiction.","type":"section","prefixes":["b","3"],"prefix":"3","entire_prefix":"b3","prefix_anchor":"b3","level":2,"prior_prefix":"b2","next_prefix":"b4"},"10":{"id":283194,"text":"If none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction is the jurisdiction in which the office identified in an account statement as the office serving the commodity customer’s account is located.","type":"section","prefixes":["b","4"],"prefix":"4","entire_prefix":"b4","prefix_anchor":"b4","level":2,"prior_prefix":"b3","next_prefix":"b5"},"11":{"id":283195,"text":"If none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction is the jurisdiction in which the chief executive office of the commodity intermediary is located.","type":"section","prefixes":["b","5"],"prefix":"5","entire_prefix":"b5","prefix_anchor":"b5","level":2,"prior_prefix":"b4","next_prefix":"c"},"12":{"id":283196,"text":"When perfection governed by law of jurisdiction where debtor located. The local law of the jurisdiction in which the debtor is located governs:","type":"section","prefixes":["c"],"prefix":"c","entire_prefix":"c","prefix_anchor":"c","level":1,"prior_prefix":"b5","next_prefix":"c1"},"13":{"id":283197,"text":"perfection of a security interest in investment property by filing;","type":"section","prefixes":["c","1"],"prefix":"1","entire_prefix":"c1","prefix_anchor":"c1","level":2,"prior_prefix":"c","next_prefix":"c2"},"14":{"id":283198,"text":"automatic perfection of a security interest in investment property created by a broker or securities intermediary; and","type":"section","prefixes":["c","2"],"prefix":"2","entire_prefix":"c2","prefix_anchor":"c2","level":2,"prior_prefix":"c1","next_prefix":"c3"},"15":{"id":283199,"text":"automatic perfection of a security interest in a commodity contract or commodity account created by a commodity intermediary.","type":"section","prefixes":["c","3"],"prefix":"3","entire_prefix":"c3","prefix_anchor":"c3","level":2,"prior_prefix":"c2"}},"ancestry":[{"id":13859,"edition_id":1,"name":"Law Governing Perfection and Priority","identifier":"1","label":"subpart","depth":3,"order_by":1,"parent_id":13858,"metadata":{},"date_created":"2026-06-26 03:46:06","date_modified":"2026-06-26 03:46:06","permalink":{"id":283945,"object_type":"structure","relational_id":13859,"identifier":"1","token":"8.9A\/3\/1","url":"\/8.9A\/3\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13858,"edition_id":1,"name":"Perfection and Priority","identifier":"3","label":"part","depth":2,"order_by":1,"parent_id":13277,"metadata":{},"date_created":"2026-06-26 03:46:06","date_modified":"2026-06-26 03:46:06","permalink":{"id":283943,"object_type":"structure","relational_id":13858,"identifier":"3","token":"8.9A\/3","url":"\/8.9A\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13277,"edition_id":1,"name":"Commercial Code \u2014 Secured Transactions","identifier":"8.9A","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:33","date_modified":"2026-06-26 03:44:33","permalink":{"id":283833,"object_type":"structure","relational_id":13277,"identifier":"8.9A","token":"8.9A","url":"\/8.9A\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":70455,"structure_id":13859,"section_number":"8.9A-301","catch_line":"Law governing perfection and priority of security interests","url":"\/8.9A-301\/","token":"8.9A\/3\/1\/8.9A-301","metadata":false},{"id":73690,"structure_id":13859,"section_number":"8.9A-302","catch_line":"Law governing perfection and priority of agricultural liens","url":"\/8.9A-302\/","token":"8.9A\/3\/1\/8.9A-302","metadata":false},{"id":56057,"structure_id":13859,"section_number":"8.9A-303","catch_line":"Law governing perfection and priority of security interests in goods covered by a certificate of title","url":"\/8.9A-303\/","token":"8.9A\/3\/1\/8.9A-303","metadata":false},{"id":72095,"structure_id":13859,"section_number":"8.9A-304","catch_line":"Law governing perfection and priority of security interests in deposit accounts","url":"\/8.9A-304\/","token":"8.9A\/3\/1\/8.9A-304","metadata":false},{"id":79061,"structure_id":13859,"section_number":"8.9A-305","catch_line":"Law governing perfection and priority of security interests in investment property","url":"\/8.9A-305\/","token":"8.9A\/3\/1\/8.9A-305","metadata":false},{"id":71376,"structure_id":13859,"section_number":"8.9A-306","catch_line":"Law governing perfection and priority of security interests in letter-of-credit rights","url":"\/8.9A-306\/","token":"8.9A\/3\/1\/8.9A-306","metadata":false},{"id":55662,"structure_id":13859,"section_number":"8.9A-306.1","catch_line":"Law governing perfection and priority of security interests in chattel paper","url":"\/8.9A-306.1\/","token":"8.9A\/3\/1\/8.9A-306.1","metadata":false},{"id":54882,"structure_id":13859,"section_number":"8.9A-306.2","catch_line":"Law governing perfection and priority of security interests in controllable accounts, controllable electronic records, and controllable payment intangibles","url":"\/8.9A-306.2\/","token":"8.9A\/3\/1\/8.9A-306.2","metadata":false},{"id":68831,"structure_id":13859,"section_number":"8.9A-307","catch_line":"Location of debtor","url":"\/8.9A-307\/","token":"8.9A\/3\/1\/8.9A-307","metadata":false}],"previous_section":{"id":72095,"structure_id":13859,"section_number":"8.9A-304","catch_line":"Law governing perfection and priority of security interests in deposit accounts","url":"\/8.9A-304\/","token":"8.9A\/3\/1\/8.9A-304","metadata":false},"next_section":{"id":71376,"structure_id":13859,"section_number":"8.9A-306","catch_line":"Law governing perfection and priority of security interests in letter-of-credit rights","url":"\/8.9A-306\/","token":"8.9A\/3\/1\/8.9A-306","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/8.9A-305\/","history_text":"

The record of this law\u2019s original creation isn\u2019t available online. It has been modified 7 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1964, chapter 219; in 1973, chapter 509; in 1984, chapter 613; in 1996, chapter 216<\/a>; in 1997, chapter 343<\/a>; in 2000, chapter 1007<\/a>; in 2024, chapter 652<\/a>.<\/p>","references":[{"id":82133,"section_number":"8.9A-316","catch_line":"Effect of change in governing law","order_by":null,"url":"\/8.9A-316\/"}],"refers_to":[{"id":85684,"section_number":"8.8A-110","catch_line":"Applicability; choice of law","order_by":null,"url":"\/8.8A-110\/"}],"permalink":{"id":283963,"object_type":"law","relational_id":79061,"identifier":"8.9A-305","token":"8.9A\/3\/1\/8.9A-305","url":"\/8.9A-305\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/8.9A-305\/","token":"8.9A\/3\/1\/8.9A-305","dublin_core":{"Title":"Law governing perfection and priority of security interests in investment property","Type":"Text","Format":"text\/html","Identifier":"\u00a7 8.9A-305","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

a.<\/span> Governing law<\/span>; general rules. Except as otherwise provided in subsection (c), the following rules apply: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> While a security certificate is located in a jurisdiction<\/span>, the local law<\/span> of that jurisdiction<\/span> governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in the certificated security represented thereby. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> The local law<\/span> of the issuer’s jurisdiction<\/span> as specified in § 8.8A-110<\/a> (d) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in an uncertificated security. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> The local law<\/span> of the securities intermediary’s jurisdiction<\/span> as specified in § 8.8A-110<\/a> (e) governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a security entitlement or securities account. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> The local law<\/span> of the commodity intermediary’s jurisdiction<\/span> governs perfection, the effect of perfection or nonperfection, and the priority of a security interest in a commodity contract<\/span> or commodity account. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> Paragraphs (2), (3), and (4) apply even if the transaction does not bear any relation to the jurisdiction<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

b.<\/span> Commodity intermediary’s jurisdiction<\/span>. The following rules determine a commodity intermediary’s jurisdiction<\/span> for purposes of this part: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> If an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that a particular jurisdiction<\/span> is the commodity intermediary’s jurisdiction<\/span> for purposes of this part, this title, or the Uniform Commercial Code, that jurisdiction<\/span> is the commodity intermediary’s jurisdiction<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> If paragraph (1) does not apply and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the agreement is governed by the law<\/span> of a particular jurisdiction<\/span>, that jurisdiction<\/span> is the commodity intermediary’s jurisdiction<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> If neither paragraph (1) nor paragraph (2) applies and an agreement between the commodity intermediary and commodity customer governing the commodity account expressly provides that the commodity account is maintained at an office in a particular jurisdiction<\/span>, that jurisdiction<\/span> is the commodity intermediary’s jurisdiction<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

4.<\/span> If none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction<\/span> is the jurisdiction<\/span> in which the office identified in an account statement as the office serving the commodity customer’s account is located. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

5.<\/span> If none of the preceding paragraphs applies, the commodity intermediary’s jurisdiction<\/span> is the jurisdiction<\/span> in which the chief executive office of the commodity intermediary is located. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

c.<\/span> When perfection governed by law<\/span> of jurisdiction<\/span> where debtor located. The local law<\/span> of the jurisdiction<\/span> in which the debtor is located governs: <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

1.<\/span> perfection of a security interest in investment property by filing; <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

2.<\/span> automatic perfection of a security interest in investment property created by a broker or securities intermediary; and <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

3.<\/span> automatic perfection of a security interest in a commodity contract<\/span> or commodity account created by a commodity intermediary. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nLAW GOVERNING PERFECTION AND PRIORITY OF SECURITY INTERESTS IN INVESTMENT\nPROPERTY (\u00a7 8.9A-305)\n\na. Governing law; general rules. Except as otherwise provided in subsection (c),\nthe following rules apply:\n\n 1. While a security certificate is located in a jurisdiction, the local law of\n that jurisdiction governs perfection, the effect of perfection or\n nonperfection, and the priority of a security interest in the certificated\n security represented thereby.\n\n 2. The local law of the issuer’s jurisdiction as specified in §\n 8.8A-110 (d) governs perfection, the effect of perfection or nonperfection,\n and the priority of a security interest in an uncertificated security.\n\n 3. The local law of the securities intermediary’s jurisdiction as\n specified in § 8.8A-110 (e) governs perfection, the effect of perfection\n or nonperfection, and the priority of a security interest in a security\n entitlement or securities account.\n\n 4. The local law of the commodity intermediary’s jurisdiction governs\n perfection, the effect of perfection or nonperfection, and the priority of a\n security interest in a commodity contract or commodity account.\n\n 5. Paragraphs (2), (3), and (4) apply even if the transaction does not bear\n any relation to the jurisdiction.\n\nb. Commodity intermediary’s jurisdiction. The following rules determine a\ncommodity intermediary’s jurisdiction for purposes of this part:\n\n 1. If an agreement between the commodity intermediary and commodity customer\n governing the commodity account expressly provides that a particular\n jurisdiction is the commodity intermediary’s jurisdiction for purposes\n of this part, this title, or the Uniform Commercial Code, that jurisdiction is\n the commodity intermediary’s jurisdiction.\n\n 2. If paragraph (1) does not apply and an agreement between the commodity\n intermediary and commodity customer governing the commodity account expressly\n provides that the agreement is governed by the law of a particular\n jurisdiction, that jurisdiction is the commodity intermediary’s\n jurisdiction.\n\n 3. If neither paragraph (1) nor paragraph (2) applies and an agreement between\n the commodity intermediary and commodity customer governing the commodity\n account expressly provides that the commodity account is maintained at an\n office in a particular jurisdiction, that jurisdiction is the commodity\n intermediary’s jurisdiction.\n\n 4. If none of the preceding paragraphs applies, the commodity\n intermediary’s jurisdiction is the jurisdiction in which the office\n identified in an account statement as the office serving the commodity\n customer’s account is located.\n\n 5. If none of the preceding paragraphs applies, the commodity\n intermediary’s jurisdiction is the jurisdiction in which the chief\n executive office of the commodity intermediary is located.\n\nc. When perfection governed by law of jurisdiction where debtor located. The\nlocal law of the jurisdiction in which the debtor is located governs:\n\n 1. perfection of a security interest in investment property by filing;\n\n 2. automatic perfection of a security interest in investment property created\n by a broker or securities intermediary; and\n\n 3. automatic perfection of a security interest in a commodity contract or\n commodity account created by a commodity intermediary.\n\nHISTORY: Code 1950, \u00a7 55-9; 1964, c. 219, \u00a7 8.9-103; 1973, c. 509; 1984, c.\n613; 1996, c. 216; 1997, c. 343; 2000, c. 1007; 2024, c. 652.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}