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<section article="gcl" article_name="Commercial Law" number="8-402" title_number="8" title_name="Investment Securities" subtitle_number="4" subtitle_name="Registration">
  <level label="a">
    <text>An issuer may require the following assurance that each necessary indorsement or each instruction is genuine and authorized:</text>
    <level label="1">
      <text>In all cases, a guaranty of the signature of the person making an indorsement or originating an instruction including, in the case of an instruction, reasonable assurance of identity;</text>
    </level>
    <level label="2">
      <text>If the indorsement is made or the instruction is originated by an agent, appropriate assurance of actual authority to sign;</text>
    </level>
    <level label="3">
      <text>If the indorsement is made or the instruction is originated by a fiduciary in accordance with § 8-107(a)(4) or (5) of this title, appropriate evidence of appointment or incumbency;</text>
    </level>
    <level label="4">
      <text>If there is more than one fiduciary, reasonable assurance that all who are required to sign have done so; and</text>
    </level>
    <level label="5">
      <text>If the indorsement is made or the instruction is originated by a person not covered by another provision of this subsection, assurance appropriate to the case corresponding as nearly as may be to the provisions of this subsection.</text>
    </level>
  </level>
  <level label="b">
    <text>An issuer may elect to require reasonable assurance beyond that specified in this section.</text>
  </level>
  <level label="c">
    <text>In this section:</text>
    <level label="1">
      <text>“Guaranty of the signature” means a guaranty signed by or on behalf of a person reasonably believed by the issuer to be responsible. An issuer may adopt standards with respect to responsibility if they are not manifestly unreasonable.</text>
    </level>
    <level label="2">
      <text>“Appropriate evidence of appointment or incumbency” means:</text>
      <level label="i">
        <text>In the case of a fiduciary appointed or qualified by a court, a certificate issued by or under the direction or supervision of the court or an officer thereof and dated within 60 days before the date of presentation for transfer; or</text>
      </level>
      <level label="ii">
        <text>In any other case, a copy of a document showing the appointment or a certificate issued by or on behalf of a person reasonably believed by an issuer to be responsible or, in the absence of that document or certificate, other evidence the issuer reasonably considered appropriate.</text>
      </level>
    </level>
  </level>
</section>
