(a) If a person acting, or purporting to act, as a representative signs an instrument by signing either the name of the represented person or the name of the signer, the represented person is bound by the signature to the same extent the represented person would be bound if the signature were on a simple contract. If the represented person is bound, the signature of the representative is the “authorized signature of the represented person” and the represented person is liable on the instrument, whether or not identified in the instrument.
(b) If a representative signs the name of the representative to an instrument and the signature is an authorized signature of the represented person, the following rules apply:
(1) If the form of the signature shows unambiguously that the signature is made on behalf of the represented person who is identified in the instrument, the representative is not liable on the instrument.
(2) Subject to subsection (c), if (i) the form of the signature does not show unambiguously that the signature is made in a representative capacity or (ii) the represented person is not identified in the instrument, the representative is liable on the instrument to a holder in due course that took the instrument without notice that the representative was not intended to be liable on the instrument. With respect to any other person, the representative is liable on the instrument unless the representative proves that the original parties did not intend the representative to be liable on the instrument.
(c) If a representative signs the name of the representative as drawer of a check without indication of the representative status and the check is payable from an account of the represented person who is identified on the check, the signer is not liable on the check if the signature is an authorized signature of the represented person.
(1959, P.A. 133, S. 3-402; P.A. 91-304, S. 39.)
History: P.A. 91-304 entirely replaced former provisions re when a signature is an endorsement with provisions re signature by a representative, a restatement of Sec. 42a-3-403, revised to 1991.
See Sec. 42a-3-204(a) for successor provisions to Sec. 42a-3-402, revised to 1991, re when a signature is an endorsement.
Cited. 203 C. 394.
Cited. 32 CS 178; 33 CS 181.
Structure Connecticut General Statutes
Title 42a - Uniform Commercial Code
Article 3 - Negotiable Instruments
Section 42a-3-101. - Short title: Uniform Commercial Code–Negotiable Instruments.
Section 42a-3-102. - Subject matter.
Section 42a-3-103. - Definitions.
Section 42a-3-104. - Negotiable instrument.
Section 42a-3-105. - Issue of instrument.
Section 42a-3-106. - Unconditional promise or order.
Section 42a-3-107. - Instrument payable in foreign money.
Section 42a-3-108. - Payable on demand or at definite time.
Section 42a-3-109. - Payable to bearer or to order.
Section 42a-3-110. - Identification of person to whom instrument is payable.
Section 42a-3-111. - Place of payment.
Section 42a-3-112. - Interest.
Section 42a-3-113. - Date of instrument.
Section 42a-3-114. - Contradictory terms of instrument.
Section 42a-3-115. - Incomplete instrument.
Section 42a-3-116. - Joint and several liability. Contribution.
Section 42a-3-117. - Other agreements affecting instrument.
Section 42a-3-118. - Statute of limitations.
Section 42a-3-119. - Notice of right to defend action.
Section 42a-3-201. - Negotiation.
Section 42a-3-202. - Negotiation subject to rescission.
Section 42a-3-203. - Transfer of an instrument. Rights acquired by transfer.
Section 42a-3-204. - Endorsement.
Section 42a-3-205. - Special endorsement. Blank endorsement. Anomalous endorsement.
Section 42a-3-206. - Restrictive endorsement.
Section 42a-3-207. - Reacquisition.
Section 42a-3-208. - Reacquisition.
Section 42a-3-301. - Person entitled to enforce instrument.
Section 42a-3-302. - Holder in due course.
Section 42a-3-303. - Value and consideration.
Section 42a-3-304. - Overdue instrument.
Section 42a-3-305. - Defenses and claims in recoupment.
Section 42a-3-306. - Claims to an instrument.
Section 42a-3-307. - Notice of breach of fiduciary duty.
Section 42a-3-308. - Proof of signatures and status as holder in due course.
Section 42a-3-309. - Enforcement of lost, destroyed or stolen instrument.
Section 42a-3-310. - Effect of instrument on obligation for which taken.
Section 42a-3-311. - Accord and satisfaction by use of instrument.
Section 42a-3-401. - Signature.
Section 42a-3-402. - Signature by representative.
Section 42a-3-403. - Unauthorized signature.
Section 42a-3-404. - Impostors. Fictitious payees.
Section 42a-3-405. - Employer's responsibility for fraudulent endorsement by employee.
Section 42a-3-406. - Negligence contributing to forged signature or alteration of instrument.
Section 42a-3-407. - Alteration.
Section 42a-3-408. - Drawee not liable on unaccepted draft.
Section 42a-3-409. - Acceptance of draft. Certified check.
Section 42a-3-410. - Acceptance varying draft.
Section 42a-3-411. - Refusal to pay cashier's checks, teller's checks and certified checks.
Section 42a-3-412. - Obligation of issuer of note or cashier's check.
Section 42a-3-413. - Obligation of acceptor.
Section 42a-3-414. - Obligation of drawer.
Section 42a-3-415. - Obligation of endorser.
Section 42a-3-416. - Transfer warranties.
Section 42a-3-417. - Presentment warranties.
Section 42a-3-418. - Payment or acceptance by mistake.
Section 42a-3-419. - Instruments signed for accommodation.
Section 42a-3-420. - Conversion of instrument.
Section 42a-3-501. - Presentment.
Section 42a-3-502. - Dishonor.
Section 42a-3-503. - Notice of dishonor.
Section 42a-3-504. - Excused presentment and notice of dishonor.
Section 42a-3-505. - Evidence of dishonor.
Section 42a-3-601. - Discharge and effect of discharge.
Section 42a-3-603. - Tender of payment.
Section 42a-3-604. - Discharge by cancellation or renunciation.
Section 42a-3-605. - Discharge of endorsers and accommodation parties.
Section 42a-3-606. - Impairment of recourse or of collateral.
Section 42a-3-701. - Letter of advice of international sight draft.