Page:United States Statutes at Large Volume 77.djvu/770

 738

PUBLIC LAW 88-243-DEC. 30, 1963

[77 STAT.

§28:8—308. Indorsement, how made; special indorsement; indorser not a guarantor; partial assignment (1) An indorsement of a security in registered form is made when an appropriate person signs on it or on a separate document an assignment or transfer of the security or a power to assign or transfer it or when the signature of such person is written without more upon the back of the security. (2) An indorsement may be in blank or speciah An indorsement in blank includes an indorsement to bearer. A special indorsement specifies the person to whom the security is to be transferred, or who has power to transfer it. A holder may convert a blank indorsement into a special indorsement. (3) "An appropriate person'" in subsection (1) means (a) thfi person specified by the security or by special indorsement to be entitled to the security; or (b) where the person so specified is described as a fiduciary but is no longer serving in the described capacity,—either that person or his successor; or (c) where the security or indorsement so specifies more than one person as fiduciaries and one or more are no longer serving in the described capacity,—the remaining fiduciary or fiduciaries, whether or not a successor has been appomted or qualified; or (d) where the person so specified is an individual and is without capacity to act by virtue of death, incompetence, infancy or otherwise,—his executor, administrator, guardian or like fiduciary; or (e) where the security or indorsement so specifies more than one person as tenants by the entirety or with right of survivorship and by reason of death all cannot sign,—the survivor or survivors; or (f) a person having power to sign under applicable law or controlling instrument; or (g) to the extent that any of the foregoing persons may act through an agent,—his authorized agent. (4) Unless otherwise agreed the indorser by his indorsement assumes no obligation that the security will be honored by the issuer. (5) An indorsement purporting to be only of part of a security representing units intended by the issuer to be separately transferable is effective to the extent of the indorsement. (6) Whether the person signing is appropriate is determined as of the date of signing and an indorsement by such a person does not become unauthorized for the purposes of this article by virtue of any subsequent change of circumstances. (7) Failure of a fiduciary to comply with a controlling instrument or with the law of the state having jurisdiction of the fiduciary relationship, including any law requiring the fiduciary to obtain court approval of the transfer, does not render his indorsement unauthorized for the purposes of this article. §28:8—309. Effect of indorsement without delivery An indorsement of a security whether special or in blank does not constitute a transfer until delivery of the security on which it appears or if the indorsement is on a separate document until delivery of both the document and the security. § 28:8—310. Indorsement of security in bearer form An indorsement of a security in bearer form may give notice of adverse claims (section 28:8—304) but does not otherwise affect any right to registration the holder may possess.

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