NY UCC § 8-102 (2021)
2021 New York Laws UCC - Uniform Commercial Code Article 8 - Investment Securities Part 1 - Short Title and General Matters 8-102 - Definitions.

Section 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"                  pursuant  to  15  United  States Code § 78-c(a)(23), as                  from time to time amended;            (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 in Section            8--103, means:             (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 representing a            security.      (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 repre-            sented 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.  (e) The following definitions in Article 9 apply to this article: Cooperative interest                    Section 9--102(a)(27-b) Cooperative organization                Section 9--102(a)(27-c) Cooperative record                      Section 9--102(a)(27-e)