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U.C.C. - ARTICLE 8 - INVESTMENT SECURITIES
..PART 2. ISSUE - ISSUER.

§ 8-206. Completion or Alteration of Certificated Security or Initial Transaction Statement.

(1) If a certificated security contains the signatures necessary to its issue or transfer but is incomplete in any other respect:

  • (a) any person may complete it by filling in the blanks as authorized; and
  • (b) even though the blanks are incorrectly filled in, the security as completed is enforceable by a purchaser who took it for value and without notice of the incorrectness.

(2) A complete certificated security that has been improperly altered, even though fraudulently, remains enforceable, but only according to its original terms.

(3) If an initial transaction statement contains the signatures necessary to its validity, but is incomplete in any other respect:

  • (a) any person may complete it by filling in the blanks as authorized; and
  • (b) even though the blanks are incorrectly filled in, the statement as completed is effective in favor of the person to whom it is sent if he purchased the security referred to therein for value and without notice of the incorrectness.

(4) A complete initial transaction statement that has been improperly altered, even though fraudulently, is effective in favor of a purchaser to whom it has been sent, but only according to its original terms.

As amended in 1977.

See Appendix I for material relating to changes made in text in 1977.


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© Copyright 2005 by The American Law Institute and the National Conference of Commissioners on Uniform State Laws; reproduced, published and distributed with the permission of the Permanent Editorial Board for the Uniform Commercial Code for the limited purposes of study, teaching, and academic research.