Canada Cooperatives Act — C-1.7 177
Definitions 177 (1) The definitions in this subsection apply in this Part. adverse claim , in respect of a security, includes a claim that a transfer was or would be wrongful or that a particular adverse person is the owner of or has an interest or right in the security. ( opposition ) bearer means the person who is in possession of a security that is payable to bearer or endorsed in blank. ( porteur ) broker means a person who is engaged in whole or in part in the business of buying and selling securities and who, in the transaction concerned, acts for, or buys a security from, or sells a security to a customer. ( courtier ) delivery means voluntary transfer of possession. ( livraison ou remise ) fiduciary means any person who acts in a fiduciary capacity or as the administrator of the property of others and includes a personal representative of a deceased person. ( représentant ) fungible , in relation to securities, means securities of which any unit is, by nature or usage of trade, the equivalent of any other like unit. ( fongibles ) genuine means free of forgery or counterfeiting. ( authentique ) good faith , with respect to a transaction, means honesty in fact in the conduct of the transaction. ( bonne foi ) good faith purchaser , with respect to a security in bearer form or order form or a security in registered form issued to the purchaser or endorsed to the purchaser or endorsed in blank, means a purchaser for value in good faith and without notice of any adverse claim who takes delivery of the security. ( acquéreur de bonne foi ) holder means a person who is in possession of a security that is issued or endorsed to the person or to bearer or in blank. ( détenteur ) issuer includes a cooperative that (a) is required by this Act to maintain a securities register; (b) in Quebec, issues securities that confer directly or indirectly rights in its property; or (c) elsewhere in Canada, directly or indirectly creates fractional interests in its rights or property and issues securities as evidence of the fractional interests. ( émetteur ) overissue means the issue of securities in excess of any maximum number of securities that the issuer is authorized by its articles or a trust indenture to issue. ( émission excédentaire ) purchaser means a person who takes an interest or right in a security by sale, mortgage, hypothec, pledge, issue, reissue, gift or any other voluntary transaction. ( acquéreur ) security or security certificate means a document issued by a cooperative that is (a) in bearer, order or registered form, (b) of a type commonly dealt in on securities exchanges or markets or commonly recognized in any area in which it is issued or dealt in as a medium for investment, (c) one of a class or series or by its terms divisible into a class or series of documents, and (d) evidence of an investment share, participation or other interest or right in or obligation of a cooperative, but does not include (e) a membership share or a document evidencing a membership share, or (f) a member loan or a document evidencing a member loan. ( valeur mobilière ou certificat de valeurs mobilières ) transfer includes transmission by operation of law. ( transfert ) trust indenture means a trust indenture as defined in section 266. ( acte de fiducie ) valid means issued in accordance with the applicable law and the articles of the issuer, or validated under section 196. ( valide ) Negotiable instruments (2) Except when a transfer is restricted and noted on a security in accordance with subsection 183(2), a security is a negotiable instrument. Registerable form (3) A security is in registered form if it (a) specifies a person who is entitled to the security or to the rights it evidences, and its transfer is capable of being recorded in a securities register; or (b) bears a statement that it is in registered form. Order form (4) A debt obligation is in order form if, by its terms, it is payable to the order of a person specified with reasona