§ 34.1-8-401 — Duty of issuer to register transfer

(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:
(i) Under the terms of the security the person
seeking registration of transfer is eligible to have the
security registered in its name;
(ii) 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;
(iii) Reasonable assurance is given that the
indorsement or instruction is genuine and authorized (W.S.
34.1-8-402);
(iv) Any applicable law relating to the collection of
taxes has been complied with;
(v) The transfer does not violate any restriction on
transfer imposed by the issuer in accordance with W.S.
34.1-8-204;
(vi) A demand that the issuer not register transfer
has not become effective under W.S. 34.1-8-403, or the issuer
has complied with W.S. 34.1-8-403(b) but no legal process or
indemnity bond is obtained as provided in W.S. 34.1-8-403(d);
and
(vii) 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.