\n(a) A person signing a security certificate as authenticating trustee, registrar, transfer agent, or the like, warrants to a purchaser for value of the certificated security, if the purchaser is without notice of a particular defect, that:\n(1) The certificate is genuine;\n(2) The person's own participation in the issue of the security is within the person's capacity and within the scope of the authority received by the person from the issuer; and\n(3) The person has reasonable grounds to believe that the certificated security is in the form and within the amount the issuer is authorized to issue.\n(b) Unless otherwise agreed, a person signing under subsection (a) of this section does not assume responsibility for the validity of the security in other respects. (1965, c. 700, s. 1; 1989, c. 588, s. 1; 1997-181, s. 1.)
North Carolina Legal Code