41-08-30. (8-304) Endorsement

41-08-30. (8-304) Endorsement

1. An endorsement may be in blank or special. An endorsement in blank includes an

endorsement to bearer. A special endorsement specifies to whom a security is to be

transferred or who has power to transfer it. A holder may convert a blank endorsement

to a special endorsement.

2. An endorsement purporting to be only of part of a security certificate representing units

intended by the issuer to be separately transferable is effective to the extent of the

endorsement.

3. An endorsement, whether special or in blank, does not constitute a transfer until

delivery of the certificate on which it appears or, if the endorsement is on a separate

document, until delivery of both the document and the certificate.

4. If a security certificate in registered form has been delivered to a purchaser without a

necessary endorsement, the purchaser may become a protected purchaser only when

the endorsement is supplied. However, against a transferor, a transfer is complete

upon delivery and the purchaser has a specifically enforceable right to have any

necessary endorsement supplied.

5. An endorsement of a security certificate in bearer form may give notice of an adverse

claim to the certificate, but it does not otherwise affect a right to registration that the

holder possesses.

6. Unless otherwise agreed, a person making an endorsement assumes only the

obligations provided in section 41-08-08 and not an obligation that the security will be

honored by the issuer.