Colorado Revised Statutes

Colo. Rev. Stat. § 4-8-208 (2026)

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

✓ current as of July 2026

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(a) A person signing a security certificate as authenticating trustee, registrar, transfer agent, or the like, warrants to a purchaser for value of the certificated security, if the purchaser is without notice of a particular defect, that: (1) The certificate is genuine; (2) The person's own participation in the issue of the security is within the person's capacity and within the scope of the authority received by the person from the issuer; and (3) The person has reasonable grounds to believe that the certificated security is in the form and within the amount the issuer is authorized to issue. (b) Unless otherwise agreed, a person signing under subsection (a) of this section does not assume responsibility for the validity of the security in other respects.

Source: L. 96: Entire article R&RE, p. 219, § 2, effective July 1.

Editor's note: This section is similar to former § 4-8-208 as it existed prior to 1996.

Notes of Decisions

Cited in 1 case, 2015–2015 · leading case: Pernick v. Computershare Trust Co., 136 F. Supp. 3d 1247 (D. Colo. 2015).

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Pernick v. Computershare Trust Co., 136 F. Supp. 3d 1247 (D. Colo. 2015). · cites it 17× “Although plaintiff argues that the UCC, specifically Colo. Rev. Stat. § 4-8-208 , requires a transfer agent to “have reasonable grounds to believe that the certified security is in the form and within the amount the issuer is authorized to issue,” Docket No.”

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