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HomeCommercial CodeDiv. 8Ch. 2§ 8201 Issuer Security Obligations

§ 8201 Issuer Security Obligations

Commercial Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 8201 Issuer Security Obligations

Key Takeaways

  • •An 'issuer' is someone who puts their name on a paper (like a stock certificate) to show they own part of a company or promise to do something.
  • •If someone creates a share or promise without a paper, they can still be an issuer.
  • •If someone takes over for another issuer, they become the issuer.
  • •A guarantor (someone who promises to pay if the main person can't) is also an issuer for the part they guarantee.

Example

You buy a stock certificate from a company.

The company that put its name on the stock certificate is the issuer. They promise you own a tiny part of the company.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 8201 Issuer Security Obligations

(a) With respect to an obligation on or a defense to a security, an “issuer” includes a person that does any of the following: (1) Places or authorizes the placing of its name on a security certificate, other than as authenticating trustee, registrar, transfer agent, or the like, to evidence a share, participation, or other interest in its property or in an enterprise, or to evidence its duty to perform an obligation represented by the certificate. (2) Creates a share, participation, or other interest in its property or in an enterprise, or undertakes an obligation, that is an uncertificated security. (3) Directly or indirectly creates a fractional interest in its rights or property, if the fractional interest is represented by a security certificate. (4) Becomes responsible for, or in place of, another person described as an issuer in this section. (b) With respect to an obligation on or defense to a security, a guarantor is an issuer to the extent of its guaranty, whether or not its obligation is noted on a security certificate. (c) With respect to a registration of a transfer, issuer means a person on whose behalf transfer books are maintained. (Repealed and added by Stats. 1996, Ch. 497, Sec. 9. Effective January 1, 1997.)

Last verified: January 23, 2026

Key Terms

issuerguarantorsecurity certificateuncertificated security

Related Statutes

  • § 8207 Rights Of Registered Owner
  • § 8209 Issuer Lien Notation Requirement
  • § 8206 Incomplete Security Certificate Enforcement
  • § 10201 Lease Contract Enforcement Requirements
  • § 10202 Confirmatory Memoranda Terms

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Commercial Code. Section 8201.
View Official Source