Georgia § 11-8-401 Duty of issuer to register transfer

Georgia Statutes

§ 11-8-401 — Duty of issuer to register transfer

Georgia § 11-8-401

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This text of Georgia § 11-8-401 (Duty of issuer to register transfer) is published on Counsel Stack Legal Research, covering Georgia primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook

O.C.G.A. § 11-8-401 (2026).

Text

(a)If a certificated security in registered form is presented to an issuer with a request to register transfer or an instruction is presented to an issuer with a request to register transfer of an uncertificated security, the issuer shall register the transfer as requested if:

(1)Under the terms of the security the person seeking registration of transfer is eligible to have the security registered in its name;

(2)The indorsement or instruction is made by the appropriate person or by an agent who has actual authority to act on behalf of the appropriate person;

(3)Reasonable assurance is given that the indorsement or instruction is genuine and authorized (Code Section 11-8-402 );

(4)Any applicable law relating to the collection of taxes has been complied with;

(5)The transfer does not

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(a) If a certificated security in registered form is presented to an issuer with a request to register transfer or an instruction is presented to an issuer with a request to register transfer of an uncertificated security, the issuer shall register the transfer as requested if: (1) Under the terms of the security the person seeking registration of transfer is eligible to have the security registered in its name; (2) The indorsement or instruction is made by the appropriate person or by an agent who has actual authority to act on behalf of the appropriate person; (3) Reasonable assurance is given that the indorsement or instruction is genuine and authorized (Code Section 11-8-402 ); (4) Any applicable law relating to the collection of taxes has been complied with; (5) The transfer does not violate any restriction on transfer imposed by the issuer in accordance with Code Section 11-8-204 ; (6) A demand that the issuer not register transfer has not become effective under Code Section 11-8-403 , or the issuer has complied with subsection (b) of Code Section 11-8-403 but no legal process or indemnity bond is obtained as provided in subsection (d) of Code Section 11-8-403 ; and (7) The transfer is in fact rightful or is to a protected purchaser. (b) If an issuer is under a duty to register a transfer of a security, the issuer is liable to a person presenting a certificated security or an instruction for registration or to the person's principal for loss resulting from unreasonable delay in registration or failure or refusal to register the transfer.