(a) In this section:
(1) "Fiduciary" means an agent, trustee, partner, corporate officer or director or other representative owing a fiduciary duty with respect to an instrument.
(2) "Represented person" means the principal, beneficiary, partnership, corporation or other person to whom the duty stated in paragraph (1) is owed.
(b) If (i) an instrument is taken from a fiduciary for payment or collection or for value, (ii) the taker has knowledge of the fiduciary status of the fiduciary and (iii) the represented person makes a claim to the instrument or its proceeds on the basis that the transaction of the fiduciary is a breach of fiduciary duty, the following rules apply:
(1) Notice of breach of fiduciary duty by the fiduciary is notice of the claim of the represented person.
(2) In the case of an instrument payable to the represented person or the fiduciary as such, the taker has notice of the breach of fiduciary duty if the instrument is (i) taken in payment of or as security for a debt known by the taker to be the personal debt of the fiduciary, (ii) taken in a transaction known by the taker to be for the personal benefit of the fiduciary or (iii) deposited to an account other than an account of the fiduciary, as such, or an account of the represented person.
(3) If an instrument is issued by the represented person or the fiduciary as such, and made payable to the fiduciary personally, the taker does not have notice of the breach of fiduciary duty unless the taker knows of the breach of fiduciary duty.
(4) If an instrument is issued by the represented person or the fiduciary as such, to the taker as payee, the taker has notice of the breach of fiduciary duty if the instrument is (i) taken in payment of or as security for a debt known by the taker to be the personal debt of the fiduciary, (ii) taken in a transaction known by the taker to be for the personal benefit of the fiduciary or (iii) deposited to an account other than an account of the fiduciary, as such, or an account of the represented person.
Structure West Virginia Code
Chapter 46. Uniform Commercial Code
Article 3. Negotiable Instruments
§46-3-104. Negotiable Instrument
§46-3-105. Issue of Instrument
§46-3-106. Unconditional Promise or Order
§46-3-107. Instrument Payable in Foreign Money
§46-3-108. Payable on Demand or at Definite Time
§46-3-109. Payable to Bearer or to Order
§46-3-110. Identification of Person to Whom Instrument Is Payable
§46-3-114. Contradictory Terms of Instrument
§46-3-115. Incomplete Instrument
§46-3-116. Joint and Several Liability; Contribution
§46-3-117. Other Agreements Affecting Instrument
§46-3-118. Statute of Limitations
§46-3-119. Notice of Right to Defend Action
§46-3-202. Negotiation Subject to Rescission
§46-3-203. Transfer of Instrument; Rights Acquired by Transfer
§46-3-205. Special Indorsement; Blank Indorsement; Anomalous Indorsement
§46-3-206. Restrictive Indorsement
§46-3-301. Person Entitled to Enforce Instrument
§46-3-302. Holder in Due Course
§46-3-303. Value and Consideration
§46-3-305. Defenses and Claims in Recoupment
§46-3-306. Claims to an Instrument
§46-3-307. Notice of Breach of Fiduciary Duty
§46-3-308. Proof of Signatures and Status as Holder in Due Course
§46-3-309. Enforcement of Lost, Destroyed, or Stolen Instrument
§46-3-310. Effect of Instrument on Obligation for Which Taken
§46-3-311. Accord and Satisfaction by Use of Instrument
§46-3-312. Lost, Destroyed, or Stolen Cashier's Check, Teller's Check or Certified Check
§46-3-402. Signature by Representative
§46-3-403. Unauthorized Signature
§46-3-404. Impostors; Fictitious Payees
§46-3-405. Employer's Responsibility for Fraudulent Indorsement by Employee
§46-3-406. Negligence Contributing to Forged Signature or Alteration of Instrument
§46-3-408. Drawee Not Liable on Unaccepted Draft
§46-3-409. Acceptance of Draft; Certified Check
§46-3-410. Acceptance Varying Draft
§46-3-411. Refusal to Pay Cashier's Checks, Teller's Checks and Certified Checks
§46-3-412. Obligation of Issuer of Note or Cashier's Check
§46-3-413. Obligation of Acceptor
§46-3-414. Obligation of Drawer
§46-3-415. Obligation of Indorser
§46-3-416. Transfer Warranties
§46-3-417. Presentment Warranties
§46-3-418. Payment of Acceptance by Mistake
§46-3-419. Instruments Signed for Accommodation
§46-3-420. Conversion of Instrument
§46-3-504. Excused Presentment and Notice of Dishonor
§46-3-505. Evidence of Dishonor
§46-3-601. Discharge and Effect of Discharge