(a) A securities intermediary shall comply with an entitlement order
if the entitlement order is originated by the appropriate person, the
securities intermediary has had reasonable opportunity to assure itself
that the entitlement order is genuine and authorized, and the securities
intermediary has had reasonable opportunity to comply with the
entitlement order. A securities intermediary satisfies the duty if:
(1) the securities intermediary acts with respect to the duty as
agreed upon by the entitlement holder and the securities
intermediary; or
(2) in the absence of agreement, the securities intermediary
exercises due care in accordance with reasonable commercial
standards to comply with the entitlement order.
(b) If a securities intermediary transfers a financial asset pursuant
to an ineffective entitlement order, the securities intermediary shall
reestablish a security entitlement in favor of the person entitled to
it, and pay or credit any payments or distributions that the person did
not receive as a result of the wrongful transfer. If the securities
intermediary does not reestablish a security entitlement, the securities
intermediary is liable to the entitlement holder for damages.
Structure New York Laws
Article 8 - Investment Securities
8-401 - Duty of Issuer to Register Transfer.
8-402 - Assurance That Indorsement or Instruction Is Effective.
8-403 - Demand That Issuer Not Register Transfer.
8-404 - Wrongful Registration.
8-405 - Replacement of Lost, Destroyed, or Wrongfully Taken Security Certificate.
8-406 - Obligation to Notify Issuer of Lost, Destroyed, or Wrongfully Taken Security Certificate.
8-407 - Authenticating Trustee, Transfer Agent, and Registrar.
8-501 - Securities Account; Acquisition of Security Entitlement From Securities Intermediary.
8-502 - Assertion of Adverse Claim Against Entitlement Holder.
8-503 - Property Interest of Entitlement Holder in Financial Asset Held by Securities Intermediary.
8-504 - Duty of Securities Intermediary to Maintain Financial Asset.
8-505 - Duty of Securities Intermediary With Respect to Payments and Distributions.
8-506 - Duty of Securities Intermediary to Exercise Rights as Directed by Entitlement Holder.
8-507 - Duties of Securities Intermediary to Comply With Entitlement Order.
8-510 - Rights of Purchaser of Security Entitlement From Entitlement Holder.
8-511 - Priority Among Security Interests and Entitlement Holders.
8-601 - Savings Clause; Effect on Prior Perfected Security Interest.
8-602 - Cross-References to Former Article 8; Meaning or Interpretation.