Section 8--402. Assurance that Indorsement or Instruction is Effective.
(a) An issuer may require the following assurance that each necessary indorsement or each instruction is genuine and authorized:
- (1) 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;
- (2) if the indorsement is made or the instruction is originated by an agent, appropriate assurance of actual authority to sign;
- (3) if the indorsement is made or the instruction is originated by a fiduciary pursuant to Section 8--107(a)(4) or (a)(5), appropriate evidence of appointment or incumbency;
- (4) if there is more than one fiduciary, reasonable assurance that all who are required to sign have done so; and
- (5) 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.
- (b) An issuer may elect to require reasonable assurance beyond that specified in this section.
(c) In this section:
- (1) "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.
- (2) "Appropriate evidence of appointment or incumbency" means:
- (i) 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 6 months before the date of presentation for transfer; or
- (ii) 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 considers appropriate.