<?xml version='1.0' encoding='utf-8'?>
<section article="gcl" article_name="Commercial Law" number="8-401" title_number="8" title_name="Investment Securities" subtitle_number="4" subtitle_name="Registration">
  <level label="a">
    <text>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:</text>
    <level label="1">
      <text>Under the terms of the security the person seeking registration of transfer is eligible to have the security registered in its name;</text>
    </level>
    <level label="2">
      <text>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;</text>
    </level>
    <level label="3">
      <text>Reasonable assurance is given that the indorsement or instruction is genuine and authorized (§ 8-402 of this subtitle);</text>
    </level>
    <level label="4">
      <text>Any applicable law relating to the collection of taxes has been complied with;</text>
    </level>
    <level label="5">
      <text>The transfer does not violate any restriction on transfer imposed by the issuer in accordance with § 8-204 of this title;</text>
    </level>
    <level label="6">
      <text>A demand that the issuer not register transfer has not become effective under § 8-403 of this subtitle, or the issuer has complied with § 8-403(b) of this subtitle but no legal process or indemnity bond is obtained as provided in § 8-403(d) of this subtitle; and</text>
    </level>
    <level label="7">
      <text>The transfer is in fact rightful or is to a protected purchaser.</text>
    </level>
  </level>
  <level label="b">
    <text>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.</text>
  </level>
</section>
