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2018 Georgia Code 11-8-304 | Car Wreck Lawyer

TITLE 11 COMMERCIAL CODE

Section 8. Investment Securities, 11-8-101 through 11-8-603.

ARTICLE 8 INVESTMENT SECURITIES

11-8-304. Indorsement.

  1. 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.
  2. 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.
  3. 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.
  4. 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 upon delivery and the purchaser has a specifically enforceable right to have any necessary indorsement supplied.
  5. An indorsement of a security certificate in bearer form may give notice of an adverse claim to the certificate, but it does not otherwise affect a right to registration that the holder possesses.
  6. Unless otherwise agreed, a person making an indorsement assumes only the obligations provided in Code Section 11-8-108 and not an obligation that the security will be honored by the issuer.

(Code 1981, §11-8-304, enacted by Ga. L. 1998, p. 1323, § 1.)

JUDICIAL DECISIONS

Editor's notes.

- In light of the similarity of the provisions, decisions under former Code Section 11-8-309 are included in the annotations of this section.

Transfer of legal interest.

- Legal interest in a security is transferred upon the proper indorsement and delivery of the security. Wheeless v. Gelzer, 780 F. Supp. 1373 (N.D. Ga. 1991) (decided under former § 11-8-309).

Cited in Taylor v. Riverside-Franklin Properties, Inc., 228 Bankr. 491 (Bankr. M.D. Ga. 1998).

RESEARCH REFERENCES

Am. Jur. 2d.

- 15A Am. Jur. 2d, Commercial Code, § 106 et seq.

C.J.S.

- 18 C.J.S., Corporations, §§ 229, 276. 19 C.J.S., Corporations, § 670. 64A C.J.S., Municipal Corporations, § 1703. 81A C.J.S., States, § 186.

U.L.A.

- Uniform Commercial Code (U.L.A.) § 8-304.

ALR.

- Rights of owner and bona fide purchaser of lost or stolen stock certificates, 52 A.L.R. 947.

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