7-8-508
Section 7-8-508 Duty of securities intermediary to change entitlement holder's position to
other form of security holding. A securities intermediary shall act at the direction of an
entitlement holder to change a security entitlement into another available form of holding
for which the entitlement holder is eligible, or to cause the financial asset to be transferred
to a securities account of the entitlement holder with another securities intermediary. A
securities intermediary satisfies the duty if: (1) the securities intermediary acts as agreed
upon by the entitlement holder and the securities intermediary; or (2) in the absence of agreement,
the securities intermediary exercises due care in accordance with reasonable commercial standards
to follow the direction of the entitlement holder. (Acts 1996, No. 96-742, p. 1241, §1.)...

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7-8-506
Section 7-8-506 Duty of securities intermediary to exercise rights as directed by entitlement
holder. A securities intermediary shall exercise rights with respect to a financial asset
if directed to do so by an entitlement holder. A securities intermediary satisfies the duty
if: (1) the securities intermediary acts with respect to the duty as agreed upon by the entitlement
holder and the securities intermediary; or (2) in the absence of agreement, the securities
intermediary either places the entitlement holder in a position to exercise the rights directly
or exercises due care in accordance with reasonable commercial standards to follow the direction
of the entitlement holder. (Acts 1996, No. 96-742, p. 1241, §1.)...
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7-8-507
Section 7-8-507 Duty of securities intermediary to comply with entitlement order. (a) A securities
intermediary shall comply with an entitlement order if the entitlement order is originated
by the appropriate person, the securities intermediary has had reasonable opportunity to assure
itself that the entitlement order is genuine and authorized, and the securities intermediary
has had reasonable opportunity to comply with the entitlement order. A securities intermediary
satisfies the duty if: (1) the securities intermediary acts with respect to the duty as agreed
upon by the entitlement holder and the securities intermediary; or (2) in the absence of agreement,
the securities intermediary exercises due care in accordance with reasonable commercial standards
to comply with the entitlement order. (b) If a securities intermediary transfers a financial
asset pursuant to an ineffective entitlement order, the securities intermediary shall reestablish
a security entitlement in favor of the...
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7-8-505
Section 7-8-505 Duty of securities intermediary with respect to payments and distributions.
(a) A securities intermediary shall take action to obtain a payment or distribution made by
the issuer of a financial asset. A securities intermediary satisfies the duty if: (1) the
securities intermediary acts with respect to the duty as agreed upon by the entitlement holder
and the securities intermediary; or (2) in the absence of agreement, the securities intermediary
exercises due care in accordance with reasonable commercial standards to attempt to obtain
the payment or distribution. (b) A securities intermediary is obligated to its entitlement
holder for a payment or distribution made by the issuer of a financial asset if the payment
or distribution is received by the securities intermediary. (Acts 1996, No. 96-742, p. 1241,
§1.)...
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7-8-509
Section 7-8-509 Specification of duties of securities intermediary by other statute or regulation;
manner of performance of duties of securities intermediary and exercise of rights of entitlement
holder. (a) If the substance of a duty imposed upon a securities intermediary by Sections
7-8-504 through 7-8-508 is the subject of other statute, regulation, or rule, compliance with
that statute, regulation, or rule satisfies the duty. (b) To the extent that specific standards
for the performance of the duties of a securities intermediary or the exercise of the rights
of an entitlement holder are not specified by other statute, regulation, or rule or by agreement
between the securities intermediary and entitlement holder, the securities intermediary shall
perform its duties and the entitlement holder shall exercise its rights in a commercially
reasonable manner. (c) The obligation of a securities intermediary to perform the duties imposed
by Sections 7-8-504 through 7-8-508 is subject to:...
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7-8-504
Section 7-8-504 Duty of securities intermediary to maintain financial asset. (a) A securities
intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity
corresponding to the aggregate of all security entitlements it has established in favor of
its entitlement holders with respect to that financial asset. The securities intermediary
may maintain those financial assets directly or through one or more other securities intermediaries.
(b) Except to the extent otherwise agreed by its entitlement holder, a securities intermediary
may not grant any security interests in a financial asset it is obligated to maintain pursuant
to subsection (a). (c) A securities intermediary satisfies the duty in subsection (a) if:
(1) the securities intermediary acts with respect to the duty as agreed upon by the entitlement
holder and the securities intermediary; or (2) in the absence of agreement, the securities
intermediary exercises due care in accordance with reasonable...
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7-8-115
Section 7-8-115 Securities intermediary and others not liable to adverse claimant. A securities
intermediary that has transferred a financial asset pursuant to an effective entitlement order,
or a broker or other agent or bailee that has dealt with a financial asset at the direction
of its customer or principal, is not liable to a person having an adverse claim to the financial
asset, unless the securities intermediary, or broker or other agent or bailee: (1) took the
action after it had been served with an injunction, restraining order, or other legal process
enjoining it from doing so, issued by a court of competent jurisdiction, and had a reasonable
opportunity to act on the injunction, restraining order, or other legal process; or (2) acted
in collusion with the wrongdoer in violating the rights of the adverse claimant; or (3) in
the case of a security certificate that has been stolen, acted with notice of the adverse
claim. (Acts 1996, No. 96-742, p. 1241, §1.)...
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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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7-8-102
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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7-8-202
Section 7-8-202 Issuer's responsibility and defenses; notice of defect or defense. (a) Even
against a purchaser for value and without notice, the terms of a certificated security include
terms stated on the certificate and terms made part of the security by reference on the certificate
to another instrument, indenture, or document or to a constitution, statute, ordinance, rule,
regulation, order, or the like, to the extent the terms referred to do not conflict with terms
stated on the certificate. A reference under this subsection does not of itself charge a purchaser
for value with notice of a defect going to the validity of the security, even if the certificate
expressly states that a person accepting it admits notice. The terms of an uncertificated
security include those stated in any instrument, indenture, or document or in a constitution,
statute, ordinance, rule, regulation, order, or the like, pursuant to which the security is
issued. (b) The following rules apply if an issuer...
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