(810 ILCS 5/8-102) (from Ch. 26, par. 8-102) (Text of Section before amendment by P.A. 103-1036 ) Sec. 8-102. Definitions. (a) In this Article: (1) "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.
|
|
(2) "Bearer form," as applied to a certificated
|
| 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.
|
|
(3) "Broker" means a person defined as a broker or
|
| dealer under the federal securities laws, but without excluding a bank acting in that capacity.
|
|
(4) "Certificated security" means a security that is
|
| represented by a certificate.
|
|
(5) "Clearing corporation" means:
(i) a person that is registered as a "clearing
|
| agency" under the federal securities laws;
|
|
(ii) a federal reserve bank; or
(iii) 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, if its activities as a clearing corporation, including promulgation of rules, are subject to regulation by a federal or state governmental authority.
|
|
(6) "Communicate" means to:
(i) send a signed writing; or
(ii) transmit information by any mechanism agreed
|
| upon by the persons transmitting and receiving the information.
|
|
(7) "Entitlement holder" means a person identified in
|
| the records of a securities intermediary as the person having a security entitlement against the securities intermediary. If a person acquires a security entitlement by virtue of Section 8-501(b)(2) or (3), that person is the entitlement holder.
|
|
(8) "Entitlement order" means a notification
|
| communicated to a securities intermediary directing transfer or redemption of a financial asset to which the entitlement holder has a security entitlement.
|
|
(9) "Financial asset," except as otherwise provided
|
|
(i) a security;
(ii) an obligation of a person or a share,
|
| participation, or other interest in a person or in property or an 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
|
|
(iii) 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. As context requires, the term means either the interest itself or 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.
|
|
(10) "Good faith," for purposes of the obligation of
|
| good faith in the performance or enforcement of contracts or duties within this Article, means honesty in fact and the observance of reasonable commercial standards of fair dealing.
|
|
(11) "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.
|
|
(12) "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.
|
|
(13) "Registered form," as applied to a certificated
|
| security, means a form in which:
|
|
(i) the security certificate specifies a person
|
| entitled to the security; and
|
|
(ii) 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.
|
|
(14) "Securities intermediary" means:
(i) a clearing corporation; or
(ii) 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.
|
|
(15) "Security," except as otherwise provided in
|
| Section 8-103, means an obligation of an issuer or a share, participation, or other interest in an issuer or in property or an enterprise of an issuer:
|
|
(i) which is represented by a security
|
| certificate in bearer or registered form, or the transfer of which may be registered upon books maintained for that purpose by or on behalf of the issuer;
|
|
(ii) 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
|
|
(iii) which:
(A) is, or is of a type, dealt in or traded
|
| on securities 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.
|
|
(16) "Security certificate" means a certificate
|
|
(17) "Security entitlement" means the rights and
|
| property interest of an entitlement holder with respect to a financial asset specified in Part 5.
|
|
(18) "Uncertificated security" means a security that
|
| is not represented by a certificate.
|
|
(b) Other definitions applying to this Article and the Sections in
which they appear are:
Appropriate person Section 8-107
Control Section 8-106
Delivery Section 8-301
Investment company security Section 8-103
Issuer Section 8-201
Overissue Section 8-210
Protected purchaser Section 8-303
Securities account Section 8-501
(c) In addition, Article 1 contains general definitions and principles of
construction and interpretation applicable throughout this Article.
(d) The characterization of a person, business, or transaction for
purposes of this Article does not determine the characterization of the
person, business, or transaction for purposes of any other law, regulation, or
rule.
(Source: P.A. 89-364, eff. 1-1-96 .)
(Text of Section after amendment by P.A. 103-1036 )
Sec. 8-102. Definitions.
(a) In this Article:
(1) "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.
|
|
(2) "Bearer form," as applied to a certificated
|
| 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.
|
|
(3) "Broker" means a person defined as a broker or
|
| dealer under the federal securities laws, but without excluding a bank acting in that capacity.
|
|
(4) "Certificated security" means a security that is
|
| represented by a certificate.
|
|
(5) "Clearing corporation" means:
(i) a person that is registered as a "clearing
|
| agency" under the federal securities laws;
|
|
(ii) a federal reserve bank; or
(iii) 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, if its activities as a clearing corporation, including promulgation of rules, are subject to regulation by a federal or state governmental authority.
|
|
(6) "Communicate" means to:
(i) send a signed record; or
(ii) transmit information by any mechanism agreed
|
| upon by the persons transmitting and receiving the information.
|
|
(7) "Entitlement holder" means a person identified in
|
| the records of a securities intermediary as the person having a security entitlement against the securities intermediary. If a person acquires a security entitlement by virtue of Section 8-501(b)(2) or (3), that person is the entitlement holder.
|
|
(8) "Entitlement order" means a notification
|
| communicated to a securities intermediary directing transfer or redemption of a financial asset to which the entitlement holder has a security entitlement.
|
|
(9) "Financial asset," except as otherwise provided
|
|
(i) a security;
(ii) an obligation of a person or a share,
|
| participation, or other interest in a person or in property or an 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
|
|
(iii) 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. As context requires, the term means either the interest itself or 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.
|
|
(10) "Good faith," for purposes of the obligation of
|
| good faith in the performance or enforcement of contracts or duties within this Article, means honesty in fact and the observance of reasonable commercial standards of fair dealing.
|
|
(11) "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.
|
|
(12) "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.
|
|
(13) "Registered form," as applied to a certificated
|
| security, means a form in which:
|
|
(i) the security certificate specifies a person
|
| entitled to the security; and
|
|
(ii) 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.
|
|
(14) "Securities intermediary" means:
(i) a clearing corporation; or
(ii) 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.
|
|
(15) "Security," except as otherwise provided in
|
| Section 8-103, means an obligation of an issuer or a share, participation, or other interest in an issuer or in property or an enterprise of an issuer:
|
|
(i) which is represented by a security
|
| certificate in bearer or registered form, or the transfer of which may be registered upon books maintained for that purpose by or on behalf of the issuer;
|
|
(ii) 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
|
|
(iii) which:
(A) is, or is of a type, dealt in or traded
|
| on securities 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.
|
|
(16) "Security certificate" means a certificate
|
|
(17) "Security entitlement" means the rights and
|
| property interest of an entitlement holder with respect to a financial asset specified in Part 5.
|
|
(18) "Uncertificated security" means a security that
|
| is not represented by a certificate.
|
|
(b) The following definitions in this Article and other Articles apply to this Article:
Appropriate person Section 8-107
Control Section 8-106
Controllable account Section 9-102
Controllable electronic
record Section 12-102
Controllable payment
intangible Section 9-102
Delivery Section 8-301
Investment company security Section 8-103
Issuer Section 8-201
Overissue Section 8-210
Protected purchaser Section 8-303
Securities account Section 8-501
(c) In addition, Article 1 contains general definitions and principles of construction and interpretation applicable throughout this Article.
(d) The characterization of a person, business, or transaction for purposes of this Article does not determine the characterization of the person, business, or transaction for purposes of any other law, regulation, or rule.
(Source: P.A. 103-1036, eff. 1-1-25.)
|