Section 440.8204 – Restriction on Transfer of Security.
440.8204 Restriction on transfer of security. Sec. 8204. A restriction on transfer of a security imposed by the issuer, even though otherwise lawful, is ineffective against a person without knowledge of the restriction unless: (a) The security is certificated and the restriction is noted conspicuously on the certificate. (b) The security is uncertificated and the […]
Section 440.8205 – Unauthorized Signature.
440.8205 Unauthorized signature. Sec. 8205. An unauthorized signature placed on a security certificate before or in the course of issue is ineffective, but the signature is effective in favor of a purchaser for value of the certificated security if the purchaser is without notice of the lack of authority and the signing has been done […]
Section 440.8206 – Completion or Alteration of Security Certificate.
440.8206 Completion or alteration of security certificate. Sec. 8206. (1) If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect, it may be completed as follows: (a) Any person may complete it by filling in the blanks as authorized. (b) Even though the blanks are […]
Section 440.8207 – Rights of Issuer or Indenture Trustee With Respect to Registered Owner.
440.8207 Rights of issuer or indenture trustee with respect to registered owner. Sec. 8207. (1) 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 […]
Section 440.8208 – Warranty of Person Signing Security Certificate.
440.8208 Warranty of person signing security certificate. Sec. 8208. (1) 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 the particular defect, that: (a) The certificate is genuine. (b) The person’s own […]
Section 440.8210 – Overissue.
440.8210 Overissue. Sec. 8210. (1) In this section, “overissue” means the issue of securities in excess of the amount the issuer has corporate power to issue, but an overissue does not occur if appropriate action has cured the overissue. (2) Except as otherwise provided in subsections (3) and (4), the provisions of this article which […]
Section 440.8301 – Delivery of Certificated or Uncertificated Security to Purchaser.
440.8301 Delivery of certificated or uncertificated security to purchaser. Sec. 8301. (1) Delivery of a certificated security to a purchaser occurs when 1 of the following occurs: (a) The purchaser acquires possession of the security certificate. (b) Another person, other than a securities intermediary, either acquires possession of the security certificate on behalf of the […]
Section 440.8112 – Reaching Interest of Debtor.
440.8112 Reaching interest of debtor. Sec. 8112. (1) 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 (4). However, a certificated security for which the certificate has […]
Section 440.8113 – Sale or Purchase of Security; Enforcement of Contract or Contract Modification.
440.8113 Sale or purchase of security; enforcement of contract or contract modification. Sec. 8113. 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 […]
Section 440.8114 – Action on Certificated Security Against Issuer; Rules.
440.8114 Action on certificated security against issuer; rules. Sec. 8114. The following rules apply in an action on a certificated security against the issuer: (a) Unless specifically denied in the pleadings, each signature on a security certificate or in a necessary indorsement is admitted. (b) If the effectiveness of a signature is put in issue, […]