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HomeCommercial CodeDiv. 8Ch. 2§ 8206 Incomplete Security Certificate Enforcement

§ 8206 Incomplete Security Certificate Enforcement

Commercial Code·California
AI Summary·Official Text·Key Terms·Related Statutes·References
AI SummaryVerified

§ 8206 Incomplete Security Certificate Enforcement

Key Takeaways

  • •If a paper showing ownership (like a stock certificate) is missing some info but has the right signatures, someone can fill in the missing parts if they have permission.
  • •Even if the missing parts are filled in wrong, the person who buys it without knowing about the mistake can still use it.
  • •If someone changes the paper on purpose or by mistake after it's already complete, the original info still counts.

Example

You buy a stock certificate from someone, but later find out that the number of shares was filled in wrong by the seller.

If you didn’t know about the mistake when you bought it, you can still use the certificate as if the wrong info was correct.

AI-generated — May contain errors. Not legal advice. Always verify source.

Official Source
View on CA.gov

§ 8206 Incomplete Security Certificate Enforcement

(a) If a security certificate contains the signatures necessary to its issue or transfer but is incomplete in any other respect, the following apply: (1) Any person may complete it by filling in the blanks as authorized. (2) Even if the blanks are incorrectly filled in, the security certificate as completed is enforceable by a purchaser who took it for value and without notice of the incorrectness. (b) A complete security certificate that has been improperly altered, even if fraudulently, remains enforceable, but only according to its original terms. (Repealed and added by Stats. 1996, Ch. 497, Sec. 9. Effective January 1, 1997.)

Last verified: January 23, 2026

Key Terms

security certificateenforceableoriginal termspurchaservaluewithout notice

Related Statutes

  • § 8209 Issuer Lien Notation Requirement
  • § 8201 Issuer Security Obligations
  • § 9203 Security Interest Attachment Conditions
  • § 10201 Lease Contract Enforcement Requirements
  • § 10202 Confirmatory Memoranda Terms

References

  • Official text at leginfo.legislature.ca.gov
  • California Legislature. Commercial Code. Section 8206.
View Official Source