O.C.G.A.

O.C.G.A. § 11-8-208 (2019)

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

✓ O.C.G.A. — 2019 edition (Public.Resource.Org Release 73)

Code text and O.C.G.A. statutory annotations on this page reflect the 2019 Official Code of Georgia Annotated (Public.Resource.Org Release 73, 2019-08-21; public domain per Georgia v. Public.Resource.Org, 2020). The Syfert case-law annotations in Notes of Decisions, below, are current.

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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 Code section does not assume responsibility for the validity of the security in other respects.

History

Code 1981, § 11-8-208, enacted by Ga. L. 1998, p. 1323, § 1.

Annotations

RESEARCH REFERENCES Am. Jur. 2d. 15A Am. Jur. 2d, Commercial Code, §§ 77, 78. C.J.S. 19 C.J.S., Corporations, § 670.

U.L.A. Uniform Commercial Code (U.L.A.) § 8208.