13 Guam Code Ann. § 8102
Terms Used In 13 Guam Code Ann. § 8102
- Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- Statute: A law passed by a legislature.
- Uniform Commercial Code: A set of statutes enacted by the various states to provide consistency among the states' commercial laws. It includes negotiable instruments, sales, stock transfers, trust and warehouse receipts, and bills of lading. Source: OCC
(a) A security is an instrument which
(i) Is issued in bearer or registered form; and
(ii) Is of a type commonly dealt in upon securities exchanges or markets or commonly recognized in any area in which it is issued or dealt in as a medium for investment; and
(iii) Is either one of a class or series or by its terms is divisible into a class or series of instruments; and
(iv) Evidences a share, participation or other interest in property or in an enterprise or evidences an obligation of the issuer.
(b) A writing which is a security is governed by this division and not by Uniform Commercial Code — Commercial Paper even
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though it also meets the requirements of that division. This division does not apply to money.
(c) A security is in registered form when it specifies a person entitled to the security or to the rights it evidences and when its transfer may be registered upon books maintained for that purpose by or on behalf of an issuer or the security so states.
(d) A security is in bearer form when it runs to bearer according to its terms and not by reason of any indorsement.
(2) A subsequent purchaser is a person who takes other than by original issue.
(3) A clearing corporation is a corporation all of the capital stock of which is held by or for a national securities exchange or association registered under a statute of the United States such as the Securities Exchange Act of 1934.
(4) A custodian bank is any bank or trust company which is supervised and examined by state or federal authority having supervision over banks and which is acting as custodian for a clearing corporation.
(5) Other definitions applying to this division or to specified chapters thereof and the sections in which they appear are:
Adverse claim. Section 8301.
Bona fide purchaser. Section 8302.
Broker. Section 8303.
Guarantee of the signature. Section 8402.
Intermediary bank. Section 4105.
Issuer. Section 8201.
Overissue. Section 8104.
(6) In addition Division 1 (commencing with Section 1101) contains general definitions and principles of construction and interpretation applicable throughout this division.
COMMENT: Section 8102 conforms substantively to Section 8-102 of the Uniform Commercial Code. See 1972 Official Text of the Uniform Commercial Code and Official Comment thereto. The California statute differs only in its
definition of a Aclearing corporation@ which was changed in 1972 to broaden
somewhat its coverage.
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CROSS-REFERENCES: Additional law governing the regulation of securities is also found in Title 22 – Business Regulations – of the Guam Code Annotated.