2023 New Mexico Statutes › Chapter 55 - Uniform Commercial Code › Article 8 - Investment Securities › Part 1 - SHORT TITLE AND GENERAL MATTERS › Section 55-8-102 - Definitions. (Effective January 1, 2024.)

(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 Paragraph (2) or (3) of Subsection (b) of Section 55-8-501 NMSA 1978, 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 55-8-103 NMSA 1978, 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) [Reserved];
(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 that 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 55-8-103 NMSA 1978, 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) that 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) that 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) that:
(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 of this article; and
(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 55-8-107 NMSA 1978;
control
Section 55-8-106 NMSA 1978;
controllable account
Section 55-9-102 NMSA 1978;
controllable electronic record
Section 55-12-102 NMSA 1978;
controllable payment intangible
Section 55-9-102 NMSA 1978;
delivery
Section 55-8-301 NMSA 1978;
investment company security
Section 55-8-103 NMSA 1978;
Issuer
Section 55-8-201 NMSA 1978;
overissue
Section 55-8-210 NMSA 1978;
protected purchaser
Section 55-8-303 NMSA 1978; and
securities account
Section 55-8-501 NMSA 1978.
(c) In addition, Chapter 55, Article 1 NMSA 1978 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.
History:
1978 Comp., § 55-8-102, enacted by Laws 1996, ch. 47, § 6; 2005, ch. 144, § 92; 2023, ch. 142, § 38.
ANNOTATIONS
The 2023 amendment,
effective January 1, 2024, provided statutory references for definitions of terms used in Chapter 55, Article 8 NMSA 1978; and in Subsection (b), in the introductory clause, after "this article and", deleted "the section in which they appear are" and added "other articles apply to this article", and added "controllable account Section 55-9-102 NMSA 1978; controllable electronic record Section 55-12-102 NMSA 1978; controllable payment intangible Section 55-9-102 NMSA 1978".