South Dakota Codified Laws
Chapter 08 - Investment Securities
Section 57A-8-401 - Duty of issuer to register transfer.

57A-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 (§57A-8-402);
(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 §57A-8-204;
(6)A demand that the issuer not register transfer has not become effective under §57A-8-403, or the issuer has complied with §57A-8-403(b) but no legal process or indemnity bond is obtained as provided in §57A-8-403(d); 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.

Source: SL 1998, ch 284, §1.

Structure South Dakota Codified Laws

South Dakota Codified Laws

Title 57A - Uniform Commercial Code

Chapter 08 - Investment Securities

Section 57A-8-101 - Short title.

Section 57A-8-102 - Definitions.

Section 57A-8-103 - Rules for determining whether certain obligations and interests are securities or financial assets.

Section 57A-8-104 - Acquisition of security or financial asset or interest therein.

Section 57A-8-105 - Notice of adverse claim.

Section 57A-8-106 - Control.

Section 57A-8-107 - Whether endorsement, instruction, or entitlement order is effective.

Section 57A-8-108 - Warranties in direct holding.

Section 57A-8-109 - Warranties in indirect holding.

Section 57A-8-110 - Applicability--Choice of law.

Section 57A-8-111 - Clearing corporation rules.

Section 57A-8-112 - Creditor's legal process.

Section 57A-8-113 - Statute of frauds inapplicable.

Section 57A-8-114 - Evidentiary rules concerning certificated securities.

Section 57A-8-115 - Securities intermediary and others not liable to adverse claimant.

Section 57A-8-116 - Securities intermediary as purchaser for value.

Section 57A-8-201 - Issuer.

Section 57A-8-202 - Issuer's responsibility and defenses; notice of defect or defense.

Section 57A-8-203 - Staleness as notice of defect or defense.

Section 57A-8-204 - Effect of issuer's restriction on transfer.

Section 57A-8-205 - Effect of unauthorized signature on security certificate.

Section 57A-8-206 - Completion or alteration of security certificate.

Section 57A-8-207 - Rights and duties of issuer with respect to registered owners.

Section 57A-8-208 - Effect of signature of authenticating trustee, registrar, or transfer agent.

Section 57A-8-209 - Issuer's lien.

Section 57A-8-210 - Overissue.

Section 57A-8-301 - Delivery.

Section 57A-8-302 - Rights of purchaser.

Section 57A-8-303 - Protected purchaser.

Section 57A-8-304 - Indorsement.

Section 57A-8-305 - Instruction.

Section 57A-8-306 - Effect of guaranteeing signature, indorsement, or instruction.

Section 57A-8-307 - Purchaser's right to requisites for registration of transfer.

Section 57A-8-401 - Duty of issuer to register transfer.

Section 57A-8-402 - Assurance that indorsement or instruction is effective.

Section 57A-8-403 - Demand that issuer not register transfer.

Section 57A-8-404 - Wrongful registration.

Section 57A-8-405 - Replacement of lost, destroyed, or wrongfully taken security certificate.

Section 57A-8-406 - Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate.

Section 57A-8-407 - Authenticating trustee, transfer agent, and registrar.

Section 57A-8-501 - Securities account; acquisition of security entitlement from securities intermediary.

Section 57A-8-502 - Assertion of adverse claim against entitlement holder.

Section 57A-8-503 - Property interest of entitlement holder in financial asset held by securities intermediary.

Section 57A-8-504 - Duty of securities intermediary to maintain financial asset.

Section 57A-8-505 - Duty of securities intermediary with respect to payments and distributions.

Section 57A-8-506 - Duty of securities intermediary to exercise rights as directed by entitlement holder.

Section 57A-8-507 - Duty of securities intermediary to comply with entitlement order.

Section 57A-8-508 - Duty of securities intermediary to change entitlement holder's position to other form of security holding.

Section 57A-8-509 - Specification of duties of securities intermediary by other statute or regulation; Manner of performance of duties of securities intermediary and exercise of rights of entitlement holder.

Section 57A-8-510 - Rights of purchaser of security entitlement from entitlement holder.

Section 57A-8-511 - Priority among security interests and entitlement holders.

Section 57A-8-603 - Savings clause.