§12A-8-105.

§12A-8-105.
   
   Notice of Adverse Claim.
   
   (a) A person has notice of an adverse claim if:
   
   (1) the person knows of the adverse claim;
   
   (2) the person is aware of facts sufficient to indicate that there is
   a significant probability that the adverse claim exists and
   deliberately avoids information that would establish the existence of
   the adverse claim; or
   
   (3) the person has a duty, imposed by statute or regulation, to
   investigate whether an adverse claim exists, and the investigation so
   required would establish the existence of the adverse claim.
   
   (b) Having knowledge that a financial asset or interest therein is or
   has been transferred by a representative imposes no duty of inquiry
   into the rightfulness of a transaction and is not notice of an adverse
   claim. However, a person who knows that a representative has
   transferred a financial asset or interest therein in a transaction
   that is, or whose proceeds are being used, for the individual benefit
   of the representative or otherwise in breach of duty has notice of an
   adverse claim.
   
   (c) An act or event that creates a right to immediate performance of
   the principal obligation represented by a security certificate or sets
   a date on or after which the certificate is to be presented or
   surrendered for redemption or exchange does not itself constitute
   notice of an adverse claim except in the case of a transfer more than:
   
   (1) one (1) year after a date set for presentment or surrender for
   redemption or exchange; or
   
   (2) six (6) months after a date set for payment of money against
   presentation or surrender of the certificate, if money was available
   for payment on that date.
   
   (d) A purchaser of a certificated security has notice of an adverse
   claim if the security certificate:
   
   (1) whether in bearer or registered form, has been indorsed "for
   collection" or "for surrender" or for some other purpose not involving
   transfer; or
   
   (2) is in bearer form and has on it an unambiguous statement that it
   is the property of a person other than the transferor, but the mere
   writing of a name on the certificate is not such a statement.
   
   (e) Filing of a financing statement under Article 9 of this code is
   not notice of an adverse claim to a financial asset.