This is an excellent find into history, there is a couple other pieces of information found that tie into this:Originally Posted by David Merrill
UCC 8-407
(2) Upon surrender of a certificated security with all necessary indorsements and presentation of a written request by the person surrendering the security, the issuer, if he has no duty as to adverse claims or has discharged the duty (Section 8-403), shall issue to the person or a person designated by him an equivalent uncertificated security subject to all liens, restrictions, and claims that were noted on the certificated security.
Some similar language found in each states UCC as well, the kicker is that the wording was exactly the same in each state:
Authenticating Trustee, Transfer Agent, Registrar, or Other Agent; Obligation to Holder or Owner of Certificate - Mich. Comp. Laws Section 440.8407
Legal Research Home > Michigan Laws > Uniform Commercial Code > Authenticating Trustee, Transfer Agent, Registrar, or Other Agent; Obligation to Holder or Owner of Certificate - Mich. Comp. Laws Section 440.8407
440.8407 Authenticating trustee, transfer agent, registrar, or other agent; obligation to holder or owner of certificate.
Sec. 8407.
A person acting as authenticating trustee, transfer agent, registrar, or other agent for an issuer in the registration of a transfer of its securities, in the issue of new security certificates or uncertificated securities, or in the cancellation of surrendered security certificates has the same obligation to the holder or owner of a certificated or uncertificated security with regard to the particular functions performed as the issuer has in regard to those functions.
History: Add. 1987, Act 16, Imd. Eff. Apr. 24, 1987 ;-- Am. 1998, Act 278, Imd. Eff. July 27, 1998
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