- Alaska Statutes.
- Title 45. Trade and Commerce
- Chapter 8. Investment Securities
- Section 403. Demand That Issuer Not Register Transfer.
previous: Section 402
. Assurance That Endorsements and Instructions Are Effective.
next: Section 404
. Wrongful Registration.
AS 45.08.403. Demand That Issuer Not Register Transfer.
- (a) A person who is an appropriate person to make an endorsement or originate an instruction may demand that the issuer
not register transfer of a security by communicating to the issuer a notification that identifies the registered owner
and the issue of which the security is a part and provides an address for communications directed to the person making
the demand. The demand is effective only if it is received by the issuer at a time and in a manner affording the issuer
reasonable opportunity to act on it.
- (b) 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 after a demand
that the issuer not register transfer has become effective, the issuer shall promptly communicate to the person who
initiated the demand at the address provided in the demand and to the person who presented the security for
registration of transfer or initiated the instruction requesting registration of transfer a notification stating that
- (1) the certificated security has been presented for registration of transfer or the instruction for registration of
transfer of the uncertificated security has been received;
- (2) a demand that the issuer not register transfer had previously been received; and
- (3) the issuer will withhold registration of transfer for a period of time stated in the notification in order to provide
the person who initiated the demand an opportunity to obtain legal process or an indemnity bond.
- (c) The period described in (b)(3) of this section may not exceed 30 days after the date of communication of the
notification. A shorter period may be specified by the issuer if it is not manifestly unreasonable.
- (d) An issuer is not liable to a person who initiated a demand that the issuer not register transfer for loss the person
suffers as a result of registration of a transfer under an effective endorsement or instruction if the person who
initiated the demand does not, within the time stated in the issuer's communication, either
- (1) obtain an appropriate restraining order, injunction, or other process from a court of competent jurisdiction enjoining
the issuer from registering the transfer; or
- (2) file with the issuer an indemnity bond, sufficient in the issuer's judgment to protect the issuer and any transfer
agent, registrar, or other agent of the issuer involved from a loss the issuer, transfer agent, registrar, or other
agent of the issuer may suffer by refusing to register the transfer.
- (e) This section does not relieve an issuer from liability for registering transfer under an endorsement or instruction
that was not effective.
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