7-8-315
Section 7-8-315 (Effective Until January 1, 1997) Action against purchaser based upon wrongful
transfer. (1) Any person against whom the transfer of a security is wrongful for any reason,
including his incapacity, may against anyone except a bona fide purchaser reclaim possession
of the security or obtain possession of any new security evidencing all or part of the same
rights or have damages. (2) If the transfer is wrongful because of an unauthorized indorsement,
the owner may also reclaim or obtain possession of the security or new security even from
a bona fide purchaser if the ineffectiveness of the purported indorsement can be asserted
against him under the provisions of this article on unauthorized indorsements (Section 7-8-311).
(3) The right to obtain or reclaim possession of a security may be specifically enforced and
its transfer enjoined and the security impounded pending the litigation. (Acts 1965, No. 549,
p. 811.)...
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7-8-510
Section 7-8-510 Rights of purchaser of security entitlement from entitlement holder. (a) In
a case not covered by the priority rules in Article 9A or the rules stated in subsection (c),
an action based on an adverse claim to a financial asset or security entitlement, whether
framed in conversion, replevin, constructive trust, equitable lien, or other theory, may not
be asserted against a person who purchases a security entitlement, or an interest therein,
from an entitlement holder if the purchaser gives value, does not have notice of the adverse
claim, and obtains control. (b) If an adverse claim could not have been asserted against an
entitlement holder under Section 7-8-502, the adverse claim cannot be asserted against a person
who purchases a security entitlement, or an interest therein, from the entitlement holder.
(c) In a case not covered by the priority rules in Article 9A, a purchaser for value of a
security entitlement, or an interest therein, who obtains control has priority...
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7-9A-305
Section 7-9A-305 Law governing perfection and priority of security interests in investment
property. (a) Governing law: General rules. Except as otherwise provided in subsection (c),
the following rules apply: (1) While a security certificate is located in a jurisdiction,
the local law of that jurisdiction governs perfection, the effect of perfection or nonperfection,
and the priority of a security interest in the certificated security represented thereby.
(2) The local law of the issuer's jurisdiction as specified in Section 7-8-110(d) governs
perfection, the effect of perfection or nonperfection, and the priority of a security interest
in an uncertificated security. (3) The local law of the securities intermediary's jurisdiction
as specified in Section 7-8-110(e) governs perfection, the effect of perfection or nonperfection,
and the priority of a security interest in a security entitlement or securities account. (4)
The local law of the commodity intermediary's jurisdiction governs...
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8-6-77
Section 8-6-77 (Repealed effective January 1, 1997) Adverse claims. (a) A person asserting
a claim of beneficial interest adverse to the transfer of a security pursuant to an assignment
by a fiduciary may give the corporation or transfer agent written notice of the claim. The
corporation or transfer agent is not put on notice unless the written notice identifies the
claimant, the registered owner, and the issue of which the security is a part, provides an
address for communications directed to the claimant, and is received before the transfer.
Nothing in this article relieves the corporation or transfer agent of any liability for making
or refusing to make the transfer after it is so put on notice, unless it proceeds in the manner
authorized in subsection (b) of this section. (b) As soon as practicable after the presentation
of a security for transfer pursuant to an assignment by a fiduciary, a corporation or transfer
agent which has received notice of a claim of beneficial interest...
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7-8-104
Section 7-8-104 Acquisition of security or financial asset or interest therein. (a) A person
acquires a security or an interest therein, under this article, if: (1) the person is a purchaser
to whom a security is delivered pursuant to Section 7-8-301; or (2) the person acquires a
security entitlement to the security pursuant to Section 7-8-501. (b) A person acquires a
financial asset, other than a security, or an interest therein, under this article, if the
person acquires a security entitlement to the financial asset. (c) A person who acquires a
security entitlement to a security or other financial asset has the rights specified in Part
5, but is a purchaser of any security, security entitlement, or other financial asset held
by the securities intermediary only to the extent provided in Section 7-8-503. (d) Unless
the context shows that a different meaning is intended, a person who is required by other
law, regulation, rule, or agreement to transfer, deliver, present, surrender,...
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8-6-92
Section 8-6-92 Liability of bank, transfer agent, etc., for treating minor as having capacity
to exercise security rights; presumption that holder not minor. (a) A bank, broker, issuer,
third-party or transfer agent incurs no liability by reason of his treating a minor as having
capacity to transfer a security, to receive or to empower others to receive dividends, interest,
principal, or other payments or distributions, to vote or give consent in person or by proxy,
or to make elections or exercise rights relating to the security unless prior to acting in
the transaction the bank, broker, issuer, third-party or transfer agent had received written
notice in the office acting in the transaction that the specific security is held by a minor.
(b) Except as otherwise provided in this article, such a bank, broker, issuer, third-party
or transfer agent may assume without inquiry that the holder of a security is not a minor.
(Acts 1961, No. 1010, p. 1585, §2.)...
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7-9A-314
Section 7-9A-314 Perfection by control. (a) Perfection by control. A security interest in investment
property, deposit accounts, letter-of-credit rights, electronic chattel paper, or electronic
documents may be perfected by control of the collateral under Section 7-7-106, 7-9A-104, 7-9A-105,
7-9A-106, or 7-9A-107. (b) Specified collateral: Time of perfection by control; continuation
of perfection. A security interest in deposit accounts, electronic chattel paper, letter-of-credit
rights, or electronic documents is perfected by control under Section 7-7-106, 7-9A-104, 7-9A-105,
or 7-9A-107 when the secured party obtains control and remains perfected by control only while
the secured party retains control. (c) Investment property: Time of perfection by control;
continuation of perfection. A security interest in investment property is perfected by control
under Section 7-9A-106 from the time the secured party obtains control and remains perfected
by control until: (1) the secured party...
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7-8-311
Section 7-8-311 (Effective Until January 1, 1997) Effect of unauthorized indorsement. Unless
the owner has ratified an unauthorized indorsement or is otherwise precluded from asserting
its ineffectiveness: (a) He may assert its ineffectiveness against the issuer or any purchaser
other than a purchaser for value and without notice of adverse claims who has in good faith
received a new, reissued or reregistered security on registration of transfer; and (b) An
issuer who registers the transfer of a security upon the unauthorized indorsement is subject
to liability for improper registration (Section 7-8-404). (Acts 1965, No. 549, p. 811.)...

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7-9A-313
Section 7-9A-313 When possession by or delivery to secured party perfects security interest
without filing. (a) Perfection by possession or delivery. Except as otherwise provided in
subsection (b), a secured party may perfect a security interest in tangible negotiable documents,
goods, instruments, money, or tangible chattel paper by taking possession of the collateral.
A secured party may perfect a security interest in certificated securities by taking delivery
of the certificated securities under Section 7-8-301. (b) Goods covered by certificate of
title. With respect to goods covered by a certificate of title issued by this State, a secured
party may perfect a security interest in the goods by taking possession of the goods only
in the circumstances described in Section 7-9A-316(d). (c) Collateral in possession of person
other than debtor. With respect to collateral other than certificated securities and goods
covered by a document, a secured party takes possession of collateral in...
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8-6-71
Section 8-6-71 (Repealed effective January 1, 1997) Definitions. For the purposes of this article,
unless the context otherwise requires, the following terms shall have the meanings respectively
ascribed to them by this section: Assignment. Such term includes any written stock power,
bond power, bill of sale, deed, declaration of trust, or other instrument of transfer. Claim
of beneficial interest. Such term includes a claim of any interest by a decedent's legatee,
distributee, heir or creditor, a beneficiary under a trust, a ward, a beneficial owner of
a security registered in the name of a nominee or a minor owner of a security registered in
the name of a custodian, or a claim of any similar interest whether the claim is asserted
by the claimant, a fiduciary, or by any other authorized person on his behalf and includes
a claim that the transfer would be in breach of fiduciary duties. Corporation. A private or
public corporation, association, or trust issuing a security. Fiduciary. An...
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