Chapter 408 — UNIFORM COMMERCIAL CODE — INVESTMENT SECURITIES
47 sections in this chapter.
Wis. Stat. § 408.101 Short title
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408.101 Short title.
Wis. Stat. § 408.102 Definitions
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408.102 Definitions.
Wis. Stat. § 408.103 Rules for determining whether certain obligations and interests are securities or financial assets
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408.103 Rules for determining whether certain obligations and interests are securities or financial assets.
Wis. Stat. § 408.104 Acquisition of security or financial asset or interest therein
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408.104 Acquisition of security or financial asset or interest therein.
Wis. Stat. § 408.105 Notice of adverse claim
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408.105 Notice of adverse claim.
Wis. Stat. § 408.106 Control
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408.106 Control.
Wis. Stat. § 408.107 Whether endorsement, instruction or entitlement order is effective
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408.107 Whether endorsement, instruction or entitlement order is effective.
Wis. Stat. § 408.108 Warranties in direct holding
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408.108 Warranties in direct holding.
Wis. Stat. § 408.109 Warranties in indirect holding
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408.109 Warranties in indirect holding.
Wis. Stat. § 408.110 Applicability; choice of law
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408.110 Applicability; choice of law.
Wis. Stat. § 408.111 Clearing corporation rules
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408.111 Clearing corporation rules.
Wis. Stat. § 408.112 Creditor’s legal process
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408.112 Creditor’s legal process.
Wis. Stat. § 408.113 Statute of frauds inapplicable
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408.113 Statute of frauds inapplicable.
Wis. Stat. § 408.114 Evidentiary rules concerning certificated securities
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408.114 Evidentiary rules concerning certificated securities.
Wis. Stat. § 408.115 Securities intermediary and others not liable to adverse claimant
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408.115 Securities intermediary and others not liable to adverse claimant.
Wis. Stat. § 408.116 Securities intermediary as purchaser for value
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408.116 Securities intermediary as purchaser for value. SUBCHAPTER II ISSUE AND ISSUER
Wis. Stat. § 408.201 Issuer
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408.201 Issuer.
Wis. Stat. § 408.202 Issuer’s responsibility and defenses; notice of defect or defense
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408.202 Issuer’s responsibility and defenses; notice of defect or defense.
Wis. Stat. § 408.203 Staleness as notice of defect or defense
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408.203 Staleness as notice of defect or defense.
Wis. Stat. § 408.204 Effect of issuer’s restriction on transfer
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408.204 Effect of issuer’s restriction on transfer.
Wis. Stat. § 408.205 Effect of unauthorized signature on security certificate
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408.205 Effect of unauthorized signature on security certificate.
Wis. Stat. § 408.206 Completion or alteration of security certificate
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408.206 Completion or alteration of security certificate.
Wis. Stat. § 408.207 Rights and duties of issuer with respect to registered owners
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408.207 Rights and duties of issuer with respect to registered owners.
Wis. Stat. § 408.208 Effect of signature of authenticating trustee, registrar or transfer agent
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408.208 Effect of signature of authenticating trustee, registrar or transfer agent.
Wis. Stat. § 408.209 Issuer’s lien
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408.209 Issuer’s lien.
Wis. Stat. § 408.210 Overissue
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408.210 Overissue. SUBCHAPTER III TRANSFER OF CERTIFICATED AND UNCERTIFICATED SECURITIES
Wis. Stat. § 408.301 Delivery
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408.301 Delivery.
Wis. Stat. § 408.302 Rights of purchaser
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408.302 Rights of purchaser.
Wis. Stat. § 408.303 Protected purchaser
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408.303 Protected purchaser. Cross-reference: See definitions in s. 401.201. SUBCHAPTER I GENERAL MATTERS 408.101 Short title. This chapter may be cited as uniform commercial code — investment securities. History: 1997 a. 297. 408.102 Definitions. (1) In this chapter: (a) “Advers…
Wis. Stat. § 408.304 Endorsement
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408.304 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 sp…
Wis. Stat. § 408.305 Instruction
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408.305 Instruction. (1) If an instruction has been originated by an appropriate person but is incomplete in any other respect, any person may complete it as authorized and the issuer may rely on it as completed, even though it has been completed incorrectly. (2) Unless otherwise…
Wis. Stat. § 408.306 Effect of guaranteeing signature, endorsement or instruction
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408.306 Effect of guaranteeing signature, endorsement or instruction. (1) A person who guarantees a signature of an endorser of a security certificate warrants that at the time of signing: (a) The signature was genuine; (b) The signer was an appropriate person to endorse, or, if …
Wis. Stat. § 408.307 Purchaser’s right to requisites for registration of transfer
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408.307 Purchaser’s right to requisites for registration of transfer. Unless otherwise agreed, the transferor of a security on due demand shall supply the purchaser with proof of authority to transfer or with any other requisite necessary to obtain registration of the transfer of…
Wis. Stat. § 408.401 Duty of issuer to register transfer
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408.401 Duty of issuer to register transfer. (1) 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 s…
Wis. Stat. § 408.402 Assurance that endorsement or instruction is effective
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408.402 Assurance that endorsement or instruction is effective. (1) In this section: (a) “Guaranty of the signature” means a guaranty signed by or on behalf of a person reasonably believed by the issuer to be re- May 22, 2026, are designated by NOTES. (Published 5-22-26) 9 Update…
Wis. Stat. § 408.403 Demand that issuer not register transfer
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408.403 Demand that issuer not register transfer. (1) A person who is an appropriate person to make an endorsement or originate an instruction may demand that the issuer not register transfer of a security by communicating to the issuer a notification that identifies the register…
Wis. Stat. § 408.404 Wrongful registration
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408.404 Wrongful registration. (1) Except as otherwise provided in s. 408.406, an issuer is liable for wrongful registration of transfer if the issuer has registered a transfer of a security to a person not entitled to it, and the transfer was registered: (a) Pursuant to an ineff…
Wis. Stat. § 408.405 Replacement of lost, destroyed or wrongfully taken security certificate
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408.405 Replacement of lost, destroyed or wrongfully taken security certificate. (1) If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed or wrongfully taken, the issuer shall issue a new certificate if…
Wis. Stat. § 408.406 Obligation to notify issuer of lost, destroyed or wrongfully taken security certificate
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408.406 Obligation to notify issuer of lost, destroyed or wrongfully taken security certificate. If a security certificate has been lost, apparently destroyed or wrongfully taken, and the owner fails to notify the issuer of that fact within a reasonable time after the owner has n…
Wis. Stat. § 408.407 Authenticating trustee, transfer agent and registrar
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408.407 Authenticating trustee, transfer agent and registrar. A person acting as authenticating trustee, transfer agent, registrar or other agent for an issuer in the registration of a transfer of its securities, in the issue of new security certificates or uncertificated securit…
Wis. Stat. § 408.501 Securities account; acquisition of security entitlement from securities intermediary
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408.501 Securities account; acquisition of security entitlement from securities intermediary. (1) In this chapter, “securities account” means an account to which a financial asset is or may be credited in accordance with an agreement under which the person maintaining the account…
Wis. Stat. § 408.502 Assertion of adverse claim against entitlement holder
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408.502 Assertion of adverse claim against entitlement holder. An action based on an adverse claim to a financial asset, whether framed in conversion, replevin, constructive trust, equitable lien or other theory, may not be asserted against a person who acquires a security entitl…
Wis. Stat. § 408.503 Property interest of entitlement holder in financial asset held by securities intermediary
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408.503 Property interest of entitlement holder in financial asset held by securities intermediary. (1) To 10 the extent necessary for a securities intermediary to satisfy all security entitlements with respect to a particular financial asset, all interests in that financial asse…
Wis. Stat. § 408.504 Duty of securities intermediary to maintain financial asset
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408.504 Duty of securities intermediary to maintain financial asset. (1) A securities intermediary shall promptly obtain and thereafter maintain a financial asset in a quantity corresponding to the aggregate of all security entitlements it has established in favor of its entitlem…
Wis. Stat. § 408.505 Duty of securities intermediary with respect to payments and distributions
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408.505 Duty of securities intermediary with respect to payments and distributions. (1) A securities intermediary shall take action to obtain a payment or distribution made by the issuer of a financial asset. A securities intermediary satisfies the duty if: (a) The securities int…
Wis. Stat. § 408.506 Duty of securities intermediary to exercise rights as directed by entitlement holder
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408.506 Duty of securities intermediary to exercise rights as directed by entitlement holder. A securities intermediary shall exercise rights with respect to a financial asset if directed to do so by an entitlement holder. A securities intermediary satisfies the duty if: (1) The …
Wis. Stat. § 408.507 Duty of securities intermediary to comply with entitlement order
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408.507 Duty of securities intermediary to comply with entitlement order. (1) A securities intermediary shall comply with an entitlement order if the entitlement order is originated by the appropriate person, the securities intermediary has had reasonable opportunity to assure it…