Chapter 408

CHAPTER 408

UNIFORM COMMERCIAL CODE — INVESTMENT SECURITIES

SUBCHAPTER I

GENERAL MATTERS

408.101   Short title.

408.102   Definitions.

408.103   Rules for determining whether certain obligations and interests are securities or financial assets.

408.104   Acquisition of security or financial asset or interest therein.

408.105   Notice of adverse claim.

408.106   Control.

408.107   Whether endorsement, instruction or entitlement order is effective.

408.108   Warranties in direct holding.

408.109   Warranties in indirect holding.

408.110   Applicability; choice of law.

408.111   Clearing corporation rules.

408.112   Creditor’s legal process.

408.113   Statute of frauds inapplicable.

408.114   Evidentiary rules concerning certificated securities.

408.115   Securities intermediary and others not liable to adverse claimant.

408.116   Securities intermediary as purchaser for value.

SUBCHAPTER II

ISSUE AND ISSUER

408.201   Issuer.

408.202   Issuer’s responsibility and defenses; notice of defect or defense.

408.203   Staleness as notice of defect or defense.

408.204   Effect of issuer’s restriction on transfer.

408.205   Effect of unauthorized signature on security certificate.

408.206   Completion or alteration of security certificate.

408.207   Rights and duties of issuer with respect to registered owners.

408.208   Effect of signature of authenticating trustee, registrar or transfer agent.

408.209   Issuer’s lien.

408.210   Overissue.

SUBCHAPTER III

TRANSFER OF CERTIFICATED AND
UNCERTIFICATED SECURITIES

408.301   Delivery.

408.302   Rights of purchaser.

408.303   Protected purchaser.

408.304   Endorsement.

408.305   Instruction.

408.306   Effect of guaranteeing signature, endorsement or instruction.

408.307   Purchaser’s right to requisites for registration of transfer.

SUBCHAPTER IV

REGISTRATION

408.401   Duty of issuer to register transfer.

408.402   Assurance that endorsement or instruction is effective.

408.403   Demand that issuer not register transfer.

408.404   Wrongful registration.

408.405   Replacement of lost, destroyed or wrongfully taken security certificate.

408.406   Obligation to notify issuer of lost, destroyed or wrongfully taken security certificate.

408.407   Authenticating trustee, transfer agent and registrar.

SUBCHAPTER V

SECURITY ENTITLEMENTS

408.501   Securities account; acquisition of security entitlement from securities intermediary.

408.502   Assertion of adverse claim against entitlement holder.

408.503   Property interest of entitlement holder in financial asset held by securities intermediary.

408.504   Duty of securities intermediary to maintain financial asset.

408.505   Duty of securities intermediary with respect to payments and distributions.

408.506   Duty of securities intermediary to exercise rights as directed by entitlement holder.

408.507   Duty of securities intermediary to comply with entitlement order.