7-8-304
Section 7-8-304 Indorsement. (a) An indorsement may be in blank or special. An indorsement
in blank includes an indorsement to bearer. A special indorsement specifies to whom a security
is to be transferred or who has power to transfer it. A holder may convert a blank indorsement
to a special indorsement. (b) An indorsement purporting to be only of part of a security certificate
representing units intended by the issuer to be separately transferable is effective to the
extent of the indorsement. (c) An indorsement, whether special or in blank, does not constitute
a transfer until delivery of the certificate on which it appears or, if the indorsement is
on a separate document, until delivery of both the document and the certificate. (d) If a
security certificate in registered form has been delivered to a purchaser without a necessary
indorsement, the purchaser may become a protected purchaser only when the indorsement is supplied.
However, against a transferor, a transfer is complete...
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7-8-301
Section 7-8-301 Delivery. (a) Delivery of a certificated security to a purchaser occurs when:
(1) the purchaser acquires possession of the security certificate; (2) another person, other
than a securities intermediary, either acquires possession of the security certificate on
behalf of the purchaser or, having previously acquired possession of the certificate, acknowledges
that it holds for the purchaser; or (3) a securities intermediary acting on behalf of the
purchaser acquires possession of the security certificate, only if the certificate is in registered
form and is (i) registered in the name of the purchaser, (ii) payable to the order of the
purchaser, or (iii) specially indorsed to the purchaser by an effective indorsement and has
not been indorsed to the securities intermediary or in blank. (b) Delivery of an uncertificated
security to a purchaser occurs when: (1) the issuer registers the purchaser as the registered
owner, upon original issue or registration of transfer; or (2)...
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7-8-102
Section 7-8-102 Definitions. (a) In this article: (1) "Adverse claim" means a claim
that a claimant has a property interest in a financial asset and that it is a violation of
the rights of the claimant for another person to hold, transfer, or deal with the financial
asset. (2) "Bearer form," as applied to a certificated security, means a form in
which the security is payable to the bearer of the security certificate according to its terms
but not by reason of an indorsement. (3) "Broker" means a person defined as a broker
or dealer under the federal securities laws, but without excluding a bank acting in that capacity.
(4) "Certificated security" means a security that is represented by a certificate.
(5) "Clearing corporation" means: (i) a person that is registered as a "clearing
agency" under the federal securities laws; (ii) a federal reserve bank; or (iii) any
other person that provides clearance or settlement services with respect to financial assets
that would require it to...
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7-3-103
Section 7-3-103 Definitions. (a) In this article: (1) "Acceptor" means a drawee who
has accepted a draft. (2) "Drawee" means a person ordered in a draft to make payment.
(3) "Drawer" means a person who signs or is identified in a draft as a person ordering
payment. (4) "Good faith" means honesty in fact in the conduct or transaction concerned.
(5) "Maker" means a person who signs or is identified in a note as a person undertaking
to pay. (6) "Order" means a written instruction to pay money signed by the person
giving the instruction. The instruction may be addressed to any person, including the person
giving the instruction, or to one or more persons jointly or in the alternative but not in
succession. An authorization to pay is not an order unless the person authorized to pay is
also instructed to pay. (7) "Ordinary care" in the case of a person engaged in business
means observance of reasonable commercial standards, prevailing in the area in which the person
is located, with respect...
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7-1-201
Section 7-1-201 General definitions. (a) [Reserved]. (b) Subject to additional definitions
contained in the subsequent articles of this title which are applicable to specific articles
or parts thereof, and unless the context otherwise requires, in this title: (1) "Action,"
in the sense of a judicial proceeding, includes recoupment, counterclaim, set-off, suit in
equity, and any other proceeding in which rights are determined. (2) "Aggrieved party"
means a party entitled to pursue a remedy. (3) "Agreement," as distinguished from
"contract," means the bargain of the parties in fact, as found in their language
or inferred from other circumstances, including course of performance, course of dealing,
or usage of trade as provided in Section 7-1-303. (4) "Bank" means a person engaged
in the business of banking and includes a savings bank, savings and loan association, credit
union, and trust company. (5) "Bearer" means a person in possession of a negotiable
instrument, document of title, or...
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40-27-1
Section 40-27-1 Compact adopted; terms. The following Multistate Tax Compact is hereby approved,
adopted and enacted into law by the State of Alabama: Multistate Tax Compact Article I. Purposes.
The purposes of this compact are to: 1. Facilitate proper determination of state and local
tax liability of multistate taxpayers, including the equitable apportionment of tax bases
and settlement of apportionment disputes. 2. Promote uniformity or compatibility in significant
components of tax systems. 3. Facilitate taxpayer convenience and compliance in the filing
of tax returns and in other phases of tax administration. 4. Avoid duplicative taxation. Article
II. Definitions. As used in this compact: 1. "State" means a state of the United
States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory or possession
of the United States. 2. "Subdivision" means any governmental unit or special district
of a state. 3. "Taxpayer" means any corporation, partnership, firm,...
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7-8-309
Section 7-8-309 (Effective Until January 1, 1997) Effect of indorsement without delivery. An
indorsement of a security whether special or in blank does not constitute a transfer until
delivery of the security on which it appears or if the indorsement is on a separate document
until delivery of both the document and the security. (Acts 1965, No. 549, p. 811.)...
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7-8-108
Section 7-8-108 Warranties in direct holding. (a) A person who transfers a certificated security
to a purchaser for value warrants to the purchaser, and an indorser, if the transfer is by
indorsement, warrants to any subsequent purchaser, that: (1) the certificate is genuine and
has not been materially altered; (2) the transferor or indorser does not know of any fact
that might impair the validity of the security; (3) there is no adverse claim to the security;
(4) the transfer does not violate any restriction on transfer; (5) if the transfer is by indorsement,
the indorsement is made by an appropriate person, or if the indorsement is by an agent, the
agent has actual authority to act on behalf of the appropriate person; and (6) the transfer
is otherwise effective and rightful. (b) A person who originates an instruction for registration
of transfer of an uncertificated security to a purchaser for value warrants to the purchaser
that: (1) the instruction is made by an appropriate person,...
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7-8-106
Section 7-8-106 Control. (a) A purchaser has "control" of a certificated security
in bearer form if the certificated security is delivered to the purchaser. (b) A purchaser
has "control" of a certificated security in registered form if the certificated
security is delivered to the purchaser, and: (1) the certificate is indorsed to the purchaser
or in blank by an effective indorsement; or (2) the certificate is registered in the name
of the purchaser, upon original issue or registration of transfer by the issuer. (c) A purchaser
has "control" of an uncertificated security if: (1) the uncertificated security
is delivered to the purchaser; or (2) the issuer has agreed that it will comply with instructions
originated by the purchaser without further consent by the registered owner. (d) A purchaser
has "control" of a security entitlement if: (1) the purchaser becomes the entitlement
holder; (2) the securities intermediary has agreed that it will comply with entitlement orders
originated by...
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7-8-308
Section 7-8-308 (Effective Until January 1, 1997) Indorsement, how made; special indorsement;
indorser not a guarantor; partial assignment. (1) An indorsement of a security in registered
form is made when an appropriate person signs on it or on a separate document an assignment
or transfer of the security or a power to assign or transfer it or when the signature of such
person is written without more upon the back of the security. (2) An indorsement may be in
blank or special. An indorsement in blank includes an indorsement to bearer. A special indorsement
specifies the person to whom the security is to be transferred, or who has power to transfer
it. A holder may convert a blank indorsement into a special indorsement. (3) "An appropriate
person" in subsection (1) means: (a) The person specified by the security or by special
indorsement to be entitled to the security; or (b) Where the person so specified is described
as a fiduciary but is no longer serving in the described capacity, -...
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