355.8 -102 Definitions and index of definitions. (1) In this article: (a) 'Adverse claim' means a claim that a claimant has a property interest in a financial asset and that it is a violation of the rights of the claimant for another person to hold, transfer, or deal with the financial asset; (b) 'Bearer form,' as applied to a c ertificated security, means a form in which the security is payable to the bearer of the security certificate according to its terms but not by reason of an indorsement; (c) 'Broker' means a person defined as a broker or dealer under the federal securities laws, but without excluding a bank acting in that capacity; (d) 'Certificated security' means a security that is represented by a certificate; (e) 'Clearing corporation' means: 1. A person that is registered as a 'clearing agency' under the federal securi ties laws; 2. A federal reserve bank; or 3. Any other person that provides clearance or settlement services with respect to financial assets that would require it to register as a clearing agency under the federal securities laws but for an exclusion or exemption from the registration requirement, i f its activities as a clearing corporation, including uire it to register as a clearing agency under the federal securities laws but for an exclusion or exemption from the registration requirement, i f its activities as a clearing corporation, including promulgation of rules, are subject to regulation by a federal or state governmental authority; (f) 'Communicate' means to: 1. Send a signed record; or 2. Transmit information by any mechanism agreed upo n by the persons transmitting and receiving the information; (g) 1. 'Entitlement holder' means a person identified in the records of a securities intermediary as the person having a security entitlement against the securities intermediary. 2. If a person a cquires a security entitlement by virtue of KRS 355.8 - 501(2)(b) or (c), that person is the entitlement holder; (h) 'Entitlement order' means a notification communicated to a securities intermediary directing transfer or redemption of a financial asset to w hich the entitlement holder has a security entitlement; (i) 1. 'Financial asset,' except as otherwise provided in KRS 355.8 -103, means: a. A security; b. An obligation of a person or a share, participation, or other interest in a person or in property or a n enterprise of a set,' except as otherwise provided in KRS 355.8 -103, means: a. A security; b. An obligation of a person or a share, participation, or other interest in a person or in property or a n enterprise of a person, which is, or is of a type, dealt in or traded on financial markets, or which is recognized in any area in which it is issued or dealt in as a medium for investment; or c. Any property that is held by a securities intermediary for another person in a securities account if the securities intermediary has expressly agreed with the other person that the property is to be treated as a financial asset under this article. 2. As context requires, the term means either the interest itself o r the means by which a person's claim to it is evidenced, including a certificated or uncertificated security, a security certificate, or a security entitlement; (j) Reserved; (k) 'Indorsement' means a signature that alone or accompanied by other words is made on a security certificate in registered form or on a separate document for the purpose of assigning, transferring, or redeeming the security or granting a power to assign, transfer, or redeem it; (l) 'Instruction' means a notification ered form or on a separate document for the purpose of assigning, transferring, or redeeming the security or granting a power to assign, transfer, or redeem it; (l) 'Instruction' means a notification communicated to the issuer of an uncertificated security which directs that the transfer of the security be registered or that the security be redeemed; (m) 'Registered form,' as applied to a certificated security, means a form in which: 1. The security certificate specif ies a person entitled to the security; and 2. A transfer of the security may be registered upon books maintained for that purpose by or on behalf of the issuer, or the security certificate so states; (n) 'Securities intermediary' means: 1. A clearing corpo ration; or 2. A person, including a bank or broker, that in the ordinary course of its business maintains securities accounts for others and is acting in that capacity; (o) 'Security,' except as otherwise provided in KRS 355.8 -103, means an obligation of a n issuer or a share, participation, or other interest in an issuer or in property or an enterprise of an issuer: 1. Security,' except as otherwise provided in KRS 355.8 -103, means an obligation of a n issuer or a share, participation, or other interest in an issuer or in property or an enterprise of an issuer: 1. Which is represented by a security certificate in bearer or registered form, or the transfer of which may be registered upon books maintaine d for that purpose by or on behalf of the issuer; 2. Which is one of a class or series or by its terms is divisible into a class or series of shares, participations, interests, or obligations; and 3. Which: a. Is, or is of a type, dealt in or traded on sec urities exchanges or securities markets; or b. Is a medium for investment and by its terms expressly provides that it is a security governed by this article; (p) 'Security certificate' means a certificate representing a security; (q) 'Security entitlement' means the rights and property interest of an e ntitlement holder with respect to a financial asset specified in Part 5 of this article; and (r) 'Uncertificated security' means a security that is not represented by a certificate. (2) The following definitions in this article and other articles of this c hapter apply to this article: (a) d (r) 'Uncertificated security' means a security that is not represented by a certificate. (2) The following definitions in this article and other articles of this c hapter apply to this article: (a) 'Appropriate person.' KRS 355.8 -107; (b) 'Control.' KRS 355.8 -106; (c) 'Controllable account.' KRS 355.9 -102; (d) 'Controllable electronic record.' KRS 355.12 -102; (e) 'Controllable payment intangible.' KRS 355.9 -102; (f) 'Delivery.' KRS 355.8 -301; (g) 'Investment company security.' KRS 355.8 -103; (h) 'Issuer.' KRS 355.8 -201; (i) 'Overissue.' KRS 355.8 -210; (j) 'Protected purchaser.' KRS 355.8 -303; and (k) 'Securities account.' KRS 355.8 -501. (3) In addition, Article 1 of t his chapter contains general definitions and principles of construction and interpretation applicable throughout this article. (4) The characterization of a person, business, or transaction for purposes of this article does not determine the characterizati on of the person, business, or transaction for purposes of any other law, regulation, or rule. Effective: January 1, 2025 History: Amended 2024 Ky. Acts ch. 10, sec. 39, effective January 1, 2025. -- Amended 2006 Ky. Acts ch. 242, sec. action for purposes of any other law, regulation, or rule. Effective: January 1, 2025 History: Amended 2024 Ky. Acts ch. 10, sec. 39, effective January 1, 2025. -- Amended 2006 Ky. Acts ch. 242, sec. 56, effective July 1 2, 2006. -- Repealed and reenacted 1996 Ky. Acts ch. 130, sec. 115, effective January 1, 1997. -- Amended 1986 Ky. Acts ch. 118, sec. 10, effective July 1, 1987. -- Amended 1972 Ky. Acts ch. 314, sec. 1 -- Amended 1964 Ky. Acts ch. 130, sec. 15, effective July 1, 1964. -- Created 1958 Ky. Acts ch. 77, sec. 8 -102.
Kentucky Legal Code