IC 30-2-5
    Chapter 5. Uniform Act for the Simplification of FiduciarySecurity Transfers

IC 30-2-5-1
Definitions
    Sec. 1. In this chapter and IC 30-2-6, unless the context otherwiserequires:
        (1) "Assignment" includes any written stock power, bondpower, bill of sale, deed, declaration of trust, or otherinstrument of transfer.
        (2) "Claim of beneficial interest" includes a claim of anyinterest by a decedent's legatee, distributee, heir, or creditor, abeneficiary under a trust, a protected person, a beneficial ownerof a security registered in the name of a nominee, or an ownerunder eighteen (18) years of age, of a security registered in thename of a custodian, or a claim of any similar interest, whetherthe claim is asserted by the claimant or by a fiduciary or by anyother authorized person on the claimant's behalf, and includesa claim that the transfer would be in breach of fiduciary duties.
        (3) "Corporation" means a private or public corporation,association, or trust issuing a security.
        (4) "Fiduciary" means an executor, administrator, trustee,guardian, committee, conservator, curator, tutor, custodian, ornominee.
        (5) "Person" includes an individual, a corporation, governmentor governmental subdivision or agency, business trust, estate,trust, partnership or association, two (2) or more persons havinga joint or common interest, or any other legal or commercialentity.
        (6) "Security" includes any share of stock, bond, debenture,note, or other security issued by a corporation which isregistered as to ownership on the books of the corporation.
        (7) "Transfer" means a change on the books of a corporation inthe registered ownership of a security.
        (8) "Transfer agent" means a person employed or authorized bya corporation to transfer securities issued by the corporation.
(Formerly: Acts 1961, c.124, s.1; Acts 1973, P.L.293, SEC.1.) Asamended by P.L.33-1989, SEC.91.

IC 30-2-5-2
Registration in name of fiduciary
    Sec. 2. A corporation or transfer agent registering a security in thename of a person who is a fiduciary or who is described as fiduciaryis not bound to inquire into the existence, extent, or correctdescription of the fiduciary relationship; and thereafter thecorporation and its transfer agent may assume without inquiry thatthe newly registered owner continues to be the fiduciary until thecorporation or transfer agent receives written notice that the fiduciaryis no longer acting as such with respect to the particular security.(Formerly: Acts 1961, c.124, s.2.)

IC 30-2-5-3
Assignment by fiduciary
    Sec. 3. Except as otherwise provided in this chapter, a corporationor transfer agent making a transfer of a security pursuant to anassignment by a fiduciary:
        (a) may assume without inquiry that the assignment, eventhough to the fiduciary himself or to his nominee, is within hisauthority and capacity and is not in breach of his fiduciaryduties;
        (b) may assume without inquiry that the fiduciary has compliedwith any controlling instrument and with the law of thejurisdiction governing the fiduciary relationship, including anylaw requiring the fiduciary to obtain court approval of thetransfer; and
        (c) is not charged with notice of and is not bound to obtain orexamine any court record or any recorded or unrecordeddocument relating to the fiduciary relationship or theassignment, even though the record or document is in itspossession.
(Formerly: Acts 1961, c.124, s.3.) As amended by Acts 1982,P.L.171, SEC.97.

IC 30-2-5-4
Evidence of appointment or incumbency
    Sec. 4. A corporation or transfer agent making a transfer pursuantto an assignment by a fiduciary who is not the registered owner shallobtain the following evidence of appointment or incumbency:
    (a) In the case of a fiduciary appointed or qualified by a court, acertificate issued by or under the direction or supervision of thatcourt or an officer thereof and dated within sixty (60) days before thetransfer; or
    (b) In any other case, a copy of a document showing theappointment or a certificate issued by or on behalf of a personreasonably believed by the corporation or transfer agent to beresponsible or, in the absence of such a document or certificate, otherevidence reasonably deemed by the corporation or transfer agent tobe appropriate. Corporations and transfer agents may adopt standardswith respect to evidence of appointment or incumbency under thissubsection (b) provided such standards are not manifestlyunreasonable. Neither the corporation nor transfer agent is chargedwith notice of the contents of any document obtained pursuant to thissubsection (b) except to the extent that the contents relate directly tothe appointment or incumbency.
(Formerly: Acts 1961, c.124, s.4.)

IC 30-2-5-5
Adverse claims
    Sec. 5. (a) A person asserting a claim of beneficial interest

adverse to the transfer of a security pursuant to an assignment by afiduciary may give the corporation or transfer agent written notice ofthe claim. The corporation or transfer agent is not put on noticeunless the written notice identifies the claimant, the registered owner,and the issue of which the security is a part, provides an address forcommunications directed to the claimant and is received before thetransfer. Nothing in this chapter relieves the corporation or transferagent of any liability for making or refusing to make the transfer afterit is so put on notice, unless it proceeds in the manner authorized insubsection (b).
    (b) As soon as practicable after the presentation of a security fortransfer pursuant to an assignment by a fiduciary, a corporation ortransfer agent which has received notice of a claim of beneficialinterest adverse to the transfer may send notice of the presentation byregistered or certified mail to the claimant at the address given byhim. If the corporation or transfer agent so mails such a notice it shallwithhold the transfer for thirty (30) days after the mailing and shallthen make the transfer unless restrained by a court order.
(Formerly: Acts 1961, c.124, s.5.) As amended by Acts 1982,P.L.171, SEC.98.

IC 30-2-5-6
Nonliability of corporation or transfer agent
    Sec. 6. A corporation or transfer agent incurs no liability to anyperson by making a transfer or otherwise acting in a mannerauthorized by this chapter.
(Formerly: Acts 1961, c.124, s.6.) As amended by Acts 1982,P.L.171, SEC.99.

IC 30-2-5-7
Nonliability of third persons
    Sec. 7. (a) No person who participates in the acquisition,disposition, assignment or transfer of a security by or to a fiduciary,including a person who guarantees the signature of the fiduciary, isliable for participation in any breach of fiduciary duty by reason offailure to inquire whether the transaction involves such a breachunless it is shown that he acted with actual knowledge that theproceeds of the transaction were being or were to be used wrongfullyfor the individual benefit of the fiduciary or that the transaction wasotherwise in breach of duty.
    (b) If a corporation or transfer agent makes a transfer pursuant toan assignment by a fiduciary, a person who guaranteed the signatureof the fiduciary is not liable on the guarantee to any person to whomthe corporation or transfer agent by reason of this chapter incurs noliability.
    (c) This section does not impose any liability upon the corporationor its transfer agent.
(Formerly: Acts 1961, c.124, s.7.) As amended by Acts 1982,P.L.171, SEC.100.
IC 30-2-5-8
Territorial application
    Sec. 8. (a) The rights and duties of a corporation and its transferagents in registering a security in the name of a fiduciary or inmaking a transfer of a security pursuant to an assignment by afiduciary are governed by the law of the jurisdiction under whoselaws the corporation is organized.
    (b) This chapter applies to the rights and duties of a person otherthan the corporation and its transfer agents with regard to acts andomissions in this state in connection with the acquisition, disposition,assignment, or transfer of a security by or to a fiduciary and of aperson who guarantees in this state the signature of a fiduciary inconnection with such a transaction.
(Formerly: Acts 1961, c.124, s.8.) As amended by Acts 1982,P.L.171, SEC.101.

IC 30-2-5-9
Tax obligations
    Sec. 9. This chapter does not affect any obligation of acorporation or transfer agent with respect to estate, inheritance,succession, or other taxes imposed by the laws of this state.
(Formerly: Acts 1961, c.124, s.9.) As amended by Acts 1982,P.L.171, SEC.102.

IC 30-2-5-10
Uniformity of interpretation
    Sec. 10. This chapter shall be so construed as to effectuate itsgeneral purpose to make uniform the law of those states which enactit.
(Formerly: Acts 1961, c.124, s.10.) As amended by Acts 1982,P.L.171, SEC.103.

IC 30-2-5-11
Short title
    Sec. 11. This chapter may be cited as the Uniform Act for theSimplification of Fiduciary Security Transfers.
(Formerly: Acts 1961, c.124, s.11.) As amended by Acts 1982,P.L.171, SEC.104.