§ 11-8-405. Replacement of Lost, Destroyed, or Wrongfully Taken Security Certificate
If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed, or wrongfully taken, the issuer shall issue a new certificate if the owner: So requests before the issuer has notice that the certificate has been acquired by a protected purchaser; Files with the issuer […]
§ 11-8-207. Rights and Duties of Issuer With Respect to Registered Owners
Before due presentment for registration of transfer of a certificated security in registered form or of an instruction requesting registration of transfer of an uncertificated security, the issuer or indenture trustee may treat the registered owner as the person exclusively entitled to vote, receive notifications, and otherwise exercise all the rights and powers of an […]
§ 11-8-406. Obligation to Notify Issuer of Lost, Destroyed, or Wrongfully Taken Security Certificate
If a security certificate has been lost, apparently destroyed, or wrongfully taken, and the owner fails to notify the issuer of that fact within a reasonable time after the owner has notice of it and the issuer registers a transfer of the security before receiving notification, the owner may not assert against the issuer a […]
§ 11-8-208. Effect of Signature of Authenticating Trustee, Registrar, or Transfer Agent
A person signing a security certificate as authenticating trustee, registrar, transfer agent, or the like, warrants to a purchaser for value of the certificated security, if the purchaser is without notice of a particular defect, that: The certificate is genuine; The person’s own participation in the issue of the security is within the person’s capacity […]
§ 11-8-109. Warranties in Indirect Holding
A person who originates an entitlement order to a securities intermediary warrants to the securities intermediary that: The entitlement order is made by an appropriate person, or if the entitlement order is by an agent, the agent has actual authority to act on behalf of the appropriate person; and There is no adverse claim to […]
§ 11-8-110. Applicability; Choice of Law
The local law of the issuer’s jurisdiction, as specified in subsection (d) of this Code section, governs: The validity of a security; The rights and duties of the issuer with respect to registration of transfer; The effectiveness of registration of transfer by the issuer; Whether the issuer owes any duties to an adverse claimant to […]
§ 11-8-111. Clearing Corporation Rules
A rule adopted by a clearing corporation governing rights and obligations among the clearing corporation and its participants in the clearing corporation is effective even if the rule conflicts with this Act and affects another party who does not consent to the rule. History. Code 1981, § 11-8-111 , enacted by Ga. L. 1998, p. […]
§ 11-8-112. Creditor’s Legal Process
The interest of a debtor in a certificated security may be reached by a creditor only by actual seizure of the security certificate by the officer making the attachment or levy, except as otherwise provided in subsection (d) of this Code section. However, a certificated security for which the certificate has been surrendered to the […]
§ 11-8-113. Statute of Frauds Inapplicable
A contract or modification of a contract for the sale or purchase of a security is enforceable whether or not there is a writing signed or record authenticated by a party against whom enforcement is sought, even if the contract or modification is not capable of performance within one year of its making. History. Code […]
§ 11-8-114. Evidentiary Rules Concerning Certificated Securities
The following rules apply in an action on a certificated security against the issuer: Unless specifically denied in the pleadings, each signature on a security certificate or in a necessary indorsement is admitted. If the effectiveness of a signature is put in issue, the burden of establishing effectiveness is on the party claiming under the […]