                                 CODE OF VIRGINIA

ASSURANCE THAT ENDORSEMENT OR INSTRUCTION IS EFFECTIVE (§ 8.8A-402)

a. An issuer may require the following assurance that each necessary endorsement
or each instruction is genuine and authorized:

   1. in all cases, a guaranty of the signature of the person making an
   endorsement or originating an instruction including, in the case of an
   instruction, reasonable assurance of identity;

   2. if the endorsement is made or the instruction is originated by an agent,
   appropriate assurance of actual authority to sign;

   3. if the endorsement is made or the instruction is originated by a fiduciary
   pursuant to &#xA7; 8.8A-107 (a) (4) or (a) (5), appropriate evidence of
   appointment or incumbency;

   4. if there is more than one fiduciary, reasonable assurance that all who are
   required to sign have done so; and

   5. if the endorsement is made or the instruction is originated by a person not
   covered by another provision of this subsection, assurance appropriate to the
   case shall correspond as nearly as may be to the provisions of this
   subsection.

b. An issuer may elect to require reasonable assurance beyond that specified in
this section.

c. In this section:

   1. &#8220;Guaranty of the signature&#8221; means a guaranty signed by or on
   behalf of a person reasonably believed by the issuer to be responsible. An
   issuer may adopt standards with respect to responsibility if they are not
   manifestly unreasonable.

   2. &#8220;Appropriate evidence of appointment or incumbency&#8221; means:

i. in the case of a fiduciary appointed or qualified by a court, a certificate
issued by or under the direction or supervision of the court or an officer
thereof and dated within sixty days before the date of presentation for
transfer; or

   ii. in any other case, a copy of a document showing the appointment or a
   certificate issued by or on behalf of a person reasonably believed by an
   issuer to be responsible or, in the absence of that document or certificate,
   other evidence the issuer reasonably considered appropriate.

HISTORY: 1996, c. 216.