Section 8-401 - Duty of issuer to register transfer. - Maryland Statutes

§ 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: 

(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 (§ 8-402 of this subtitle); 

(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 § 8-204 of this title; 

(6) A demand that the issuer not register transfer has not become effective under § 8-403 of this subtitle, or the issuer has complied with § 8-403 (b) of this subtitle but no legal process or indemnity bond is obtained as provided in § 8-403 (d) of this subtitle; 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. 
 

[1996, ch. 92, § 2.]