§12A-8-401.

§12A-8-401.
   
   Duty of Issuer to Register Transfer.
   
   (a) If a certificated security in registered form is presented to an
   issuer with a request to register transfer or an instruction is
   presented to an issuer with a request to register transfer of an
   uncertificated security, the issuer shall register the transfer as
   requested if:
   
   (1) under the terms of the security the person seeking registration of
   transfer is eligible to have the security registered in its name;
   
   (2) the indorsement or instruction is made by the appropriate person
   or by an agent who has actual authority to act on behalf of the
   appropriate person;
   
   (3) reasonable assurance is given that the indorsement or instruction
   is genuine and authorized;
   
   (4) any applicable law relating to the collection of taxes has been
   complied with;
   
   (5) the transfer does not violate any restriction on transfer imposed
   by the issuer in accordance with Section 8-204 of this title;
   
   (6) a demand that the issuer not register transfer has not become
   effective under Section 8-403 of this title, or the issuer has
   complied with subsection (b) of Section 8-403 of this title but no
   legal process or indemnity bond is obtained as provided in subsection
   (d) of Section 8-403 of this title; and
   
   (7) the transfer is in fact rightful or is to a protected purchaser.
   
   (b) If an issuer is under a duty to register a transfer of a security,
   the issuer is liable to a person presenting a certificated security or
   an instruction for registration or to the person's principal for loss
   resulting from unreasonable delay in registration or failure or
   refusal to register the transfer.