§ 8.01-420.4:1.Taking of depositions; corporate officers.

Depositions of a company’s top brass — its president, CEO, COO, or CFO — can be an easy way to pressure a corporate defendant, so this section builds in a check whenever the deponent is a top officer of a publicly traded company, or of that company’s subsidiary once the subsidiary itself has 250 or more employees. If a party subpoenas an officer’s deposition before deposing a corporate representative under Rule 4:5(b)(6), and the officer or the company moves for a protective order arguing that the same information is available from a more convenient, less burdensome, or less expensive source, the burden shifts to the party seeking the deposition.

That party then has to show three things: that the officer’s deposition is reasonably calculated to lead to admissible evidence, that the officer has personal knowledge of discoverable information that cannot reasonably be gotten another way, and that deposing some other corporate representative or using other discovery methods would be unsatisfactory, insufficient, or inadequate.

The company does not get to refuse outright. Its protective order motion has to name one or more alternative employees available for deposition, describe each one’s role and relevant knowledge, and respond to whatever the opposing party has already identified with reasonable particularity as the subject of the officer’s proposed testimony. And if a protective order issues but the requesting party later learns the burden can be met, that party can move to modify or lift it. The same framework applies to out-of-state subpoenas issued under Virginia’s Uniform Interstate Depositions and Discovery Act.