(a) If a security certificate contains the signatures necessary to its
issue or transfer but is incomplete in any other respect:
(1) any person may complete it by filling in the blanks as
authorized; and
(2) even if the blanks are incorrectly filled in, the security
certificate as completed is enforceable by a purchaser who
took it for value and without notice of the incorrectness.
(b) A complete security certificate that has been improperly altered,
even if fraudulently, remains enforceable, but only according to its
original terms.
Structure New York Laws
Article 8 - Investment Securities
8-202 - Issuer's Responsibility and Defenses; Notice of Defect or Defense.
8-203 - Staleness as Notice of Defect or Defense.
8-204 - Effect of Issuer's Restriction on Transfer.
8-205 - Effect of Unauthorized Signature on Security Certificate.
8-206 - Completion or Alteration of Security Certificate.
8-207 - Rights and Duties of Issuer With Respect to Registered Owners.
8-208 - Effect of Signature of Authenticating Trustee, Registrar, or Transfer Agent.