7-8-305
Section 7-8-305 Instruction. (a) If an instruction has been originated by an appropriate person
but is incomplete in any other respect, any person may complete it as authorized and the issuer
may rely on it as completed, even though it has been completed incorrectly. (b) Unless otherwise
agreed, a person initiating an instruction assumes only the obligations imposed by Section
7-8-108 and not an obligation that the security will be honored by the issuer. (Acts 1996,
No. 96-742, p. 1241, §1.)...
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2-15-317
Section 2-15-317 Obtaining certificate by false pretense; giving false pedigree. Any person
who, by false pretense, shall obtain from any club, association, society, or company for improving
the breed of cattle, equine or equidae, sheep, swine, or other domestic animals a certificate
of registration of any animal in the herd registered or other register of any club, association,
society, or company or a transfer of any registration and every person who shall knowingly
give a false pedigree of any animal shall be guilty of a misdemeanor. (Ag. Code 1927, §599;
Code 1940, T. 2, §401; Act 2004-627, p. 1421, §1.)...
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7-8-203
Section 7-8-203 Staleness as notice of defect or defense. After an act or event, other than
a call that has been revoked, creating a right to immediate performance of the principal obligation
represented by a certificated security or setting a date on or after which the security is
to be presented or surrendered for redemption or exchange, a purchaser is charged with notice
of any defect in its issue or defense of the issuer, if the act or event: (1) requires the
payment of money, the delivery of a certificated security, the registration of transfer of
an uncertificated security, or any of them on presentation or surrender of the security certificate,
the money or security is available on the date set for payment or exchange, and the purchaser
takes the security more than one year after that date; or (2) is not covered by paragraph
(1) and the purchaser takes the security more than two years after the date set for surrender
or presentation or the date on which performance became due....
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7-8-205
Section 7-8-205 Effect of unauthorized signature on security certificate. 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 by: (1)
an authenticating trustee, registrar, transfer agent, or other person entrusted by the issuer
with the signing of the security certificate or of similar security certificates, or the immediate
preparation for signing of any of them; or (2) an employee of the issuer, or of any of the
persons listed in paragraph (1), entrusted with responsible handling of the security certificate.
(Acts 1965, No. 549, p. 811; repealed by Acts 1996, No. 96-742, p. 1241, §1; added by Acts
1996, No. 96-742, p. 1241, §1.)...
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8-6-11
Section 8-6-11 Registration of securities - Exempt transactions. (a) Except as hereinafter
in this section expressly provided, Sections 8-6-3 through 8-6-9 shall not apply to any of
the following transactions: (1) Any isolated nonissuer transaction, whether effected through
a dealer or not; (2) Any nonissuer transaction in an outstanding security by a registered
dealer if: a. The issuer has a class of securities subject to registration under Section 12
of the Securities Exchange Act of 1934 and has been subject to the reporting requirements
of Sections 13 or 15(d) of the Securities Exchange Act of 1934 for not less than 180 days
before the transaction; or has filed and maintained with the commission for not less than
180 days before the transaction information, in such form as the commission, by rule, specifies,
substantially comparable to the information which the issuer would be required to file under
Section 12(b) or Section 12(g) of the Securities Exchange Act of 1934, or the...
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8-6-72
Section 8-6-72 (Repealed effective January 1, 1997) Registration and transfer governed by state
of incorporation; applicability of article. (a) The rights and duties of a corporation and
its transfer agents in registering a security in the name of a fiduciary or in making a transfer
of a security pursuant to an assignment by a fiduciary are governed by the law of the jurisdiction
under whose laws the corporation is organized. (b) This article applies to the rights and
duties of a person other than the corporation and its transfer agents with regard to acts
and omissions in this state in connection with the acquisition, disposition, assignment, or
transfer of a security by, or to, a fiduciary and of a person who guarantees in this state
the signature of a fiduciary in connection with such a transaction. (Acts 1961, No. 1016,
p. 1593, §8.)...
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17-3-55
Section 17-3-55 Refusal of registration - Appeal. Any person to whom registration is denied
shall have the right of appeal, without giving security for costs, within 30 days after such
denial, by filing a petition in the probate court in the county in which he or she seeks to
register, alleging that he or she is a citizen of the United States over the age of 18 years
having the qualifications as to residence prescribed by law and entitled to register to vote
under the provisions of the Constitution of Alabama of 1901, as amended. Upon the filing of
the petition, the clerk of the probate court shall give notice thereof to the district attorney
authorized to represent the state in the county, who shall appear and defend against the petition
on behalf of the state. The registrars shall not be made parties and shall not be liable for
costs. An appeal will lie to the circuit court in favor of the petitioner if taken within
30 days from the date of the judgment pursuant to Section 12-22-20....
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8-6-142
Section 8-6-142 Registration - Authorization. A security may be registered in beneficiary form
if the form is authorized by this or a similar statute of the state of organization of the
issuer or registering entity, the location of the registering entity's principal office, the
office of its transfer agent or its office making the registration, or by this or a similar
statute of the law of the state listed as the owner's address at the time of registration.
A registration governed by the law of a jurisdiction in which this or similar legislation
is not in force or was not in force when a registration in beneficiary form was made is nevertheless
presumed to be valid and authorized as a matter of contract law. (Acts 1997, No. 97-703, p.
1451, §3.)...
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8-6-2
Section 8-6-2 Definitions. When used in this article, unless the context otherwise requires,
the following terms shall have the meanings respectively ascribed to them by this section:
(1) COMMISSION or SECURITIES COMMISSION. The securities commission. (2) AGENT. Any individual
other than a dealer who represents a dealer or issuer in effecting or attempting to effect
sales of securities, but such term does not include an individual who represents an issuer
in: a. Effecting a transaction in a security exempted by subdivisions (1), (2), (3), (4),
(9) or (10) of Section 8-6-10; b. Effecting transactions exempted by Section 8-6-11; or c.
Effecting transactions with existing employees, partners, or directors of the issuer if no
commission or other remuneration is paid or given directly or indirectly for soliciting any
person in this state. A partner, officer, or director of a dealer or issuer is an agent if
he otherwise comes within this definition. (3) DEALER. Any person engaged in the...
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8-6-7
Section 8-6-7 Registration of securities - Registration by qualification. (a) Any security
may be registered by qualification. (b) A registration statement under this section shall
contain the following information and be accompanied by the following documents in addition
to payment of the registration fee prescribed in Section 8-6-8 and, if required under Section
8-6-12, a consent to service of process meeting the requirements of that section: (1) With
respect to the issuer and any significant subsidiary, its name, address and form of organizations,
the state or foreign jurisdiction and date of its organization, the general character and
location of its business and a description of its physical properties and equipment; (2) With
respect to every director and officer of the issuer or person occupying a similar status or
performing similar functions, his name, address, and principal occupation for the past five
years, the amount of securities of the issuer held by him as of the date of...
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