914 LAWS OF MARYLAND [CH. 538
(2) Where an issuer is under a duty to register a transfer of a
security the issuer is also liable to the person presenting it for
registration or his principal for loss resulting from any unreason-
able delay in registration or from failure or refusal to register the
transfer.
8—402. Assurance That Indorsements Are Effective.
(1) The issuer may require the following assurance that each
necessary endorsement (Section 8—308) is genuine and effective
(a) in all cases, a guarantee of the signature (subsection (1) of
Section 8—312) of the person indorsing; and
(b) where the indorsement is by an agent, appropriate assurance
of authority to sign;
(c) where the indorsement is by a fiduciary, appropriate evidence
of appointment or incumbency;
(d) where there is more than one fiduciary, reasonable assurance
that all who are required to sign have done so;
(e) where the indorsement is by a person not covered by any of
the foregoing, assurance appropriate to the case corresponding as
nearly as may be to the foregoing.
(2) A "guarantee of the signature" in subsection (1) means a
guarantee signed by or on behalf of a person reasonably believed by
the issuer to be responsible. The issuer may adopt standards with
respect to responsibility provided such standards are not manifestly
unreasonable.
(3) "Appropriate evidence of appointment or incumbency" in
subsection (1) means
(a) in the case of a fiduciary appointed or qualified by a court, a
certificate issued by or under the direction or supervision of that
court or an officer thereof and dated within sixty days before the date
of presentation for transfer; or
(b) in any other case, a copy of a document showing the appoint-
ment or a certificate issued by or on behalf of a person reasonably
believed by the issuer to be responsible or, in the absence of such a
document or certificate, other evidence reasonably deemed by the
issuer to be appropriate. The issuer may adopt standards with re-
spect to such evidence provided such standards are not manifestly
unreasonable. The issuer is not charged with notice of the contents
of any document obtained pursuant to this paragraph (b) except to
the extent that the contents relate directly to the appointment or
incumbency.
(4) The issuer may elect to require reasonable assurance beyond
that specified in this section but if it does so and for a purpose other
than that specified in subsection 3 (b) both requires and obtains a
copy of a will, trust, indenture, articles of co-partnership, by-laws or
other controlling instrument it is charged with notice of all matters
contained therein affecting the transfer.
8—403. Limited Duty of Inquiry.
(1) An issuer to whom a security is presented for registration is
under a duty to inquire into adverse claims if
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