New York § 8-402 Assurance that Indorsement or Instruction is Effective

New York Statutes

§ 8-402 — Assurance that Indorsement or Instruction is Effective

New York § 8-402

Law UCCUniform Commercial Code

Part 4Registration

Art. 8Investment Securities

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Bluebook

N.Y. Uniform Commercial Code § 8-402 (2026).

Text

Section 8--402. Assurance that Indorsement or Instruction is Effective.\n  (a) An issuer may require the following assurance that each necessary\nindorsement or each instruction is genuine and authorized:\n       (1) in all cases, a guaranty of the signature of the person\n           making an indorsement or originating an instruction\n           including, in the case of an instruction, reasonable\n           assurance of identity;\n       (2) if the indorsement is made or the instruction is originated\n           by an agent, appropriate assurance of actual authority to\n           sign;\n       (3) if the indorsement is made or the instruction is originated\n           by a fiduciary pursuant to Section 8--107(a)(4) or (a)(5),\n           appropriate evidence of appointment or incumbenc

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Section 8--402. Assurance that Indorsement or Instruction is Effective.\n (a) An issuer may require the following assurance that each necessary\nindorsement or each instruction is genuine and authorized:\n (1) in all cases, a guaranty of the signature of the person\n making an indorsement or originating an instruction\n including, in the case of an instruction, reasonable\n assurance of identity;\n (2) if the indorsement is made or the instruction is originated\n by an agent, appropriate assurance of actual authority to\n sign;\n (3) if the indorsement is made or the instruction is originated\n by a fiduciary pursuant to Section 8--107(a)(4) or (a)(5),\n appropriate evidence of appointment or incumbency;\n (4) if there is more than one fiduciary, reasonable assurance\n that all who are required to sign have done so; and\n (5) if the indorsement is made or the instruction is originated\n by a person not covered by another provision of this\n subsection, assurance appropriate to the case corresponding\n as nearly as may be to the provisions of this subsection.\n (b) An issuer may elect to require reasonable assurance beyond that\nspecified in this section.\n (c) In this section:\n (1) "Guaranty of the signature" means a guaranty signed by or on\n behalf of a person reasonably believed by the issuer to be\n responsible. An issuer may adopt standards with respect to\n responsibility if they are not manifestly unreasonable.\n (2) "Appropriate evidence of appointment or incumbency" means:\n (i) in the case of a fiduciary appointed or qualified by a\n court, a certificate issued by or under the direction or\n supervision of the court or an officer thereof and dated\n within 6 months before the date of presentation for\n transfer; or\n (ii) in any other case, a copy of a document showing the\n appointment or a certificate issued by or on behalf of a\n person reasonably believed by an issuer to be responsible\n or, in the absence of that document or certificate, other\n evidence the issuer reasonably considers appropriate.\n