Ohio § 1308.01

§ 1308.01.

(A) In this chapter: (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: (a) A person that is registered as a “clearing agency” under the federal securities laws; (b) A federal reserve bank;  or (c) 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: (a) Send a signed writing;  or (b) 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 division (B)(2) or (3)

of section 1308.51 of the Revised Code, 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 1308.02 of the Revised Code , means: (a) A security; (b) 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 (c) 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 chapter. 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” has the same meaning as in section 1301.201 of the Revised Code . (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: (a) The security certificate specifies a person entitled to the security;  and (b) 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: (a) A clearing corporation;  or (b) 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 1308.02 of the Revised Code , 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: (a) 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; (b) 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 (c) Which: (i) Is, or is of a type, dealt in or traded on securities exchanges or securities markets;

 or (ii) Is a medium for investment and by its terms expressly provides that it is a security

governed by this chapter. (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 sections 1308.51 to 1308.61 of the Revised Code . (18) “ Uncertificated security ” means a security that is not represented by a certificate. (B) Other definitions applying to this chapter and the sections in which they appear

are: (1) “Appropriate person,” as defined in section 1308.23 of the Revised Code . (2) “Control,” as defined in section 1308.24 of the Revised Code . (3) “Delivery,” as defined in section 1308.27 of the Revised Code . (4) “Investment company security,” as defined in section 1308.02 of the Revised Code . (5) “Issuer,” as defined in section 1308.08 of the Revised Code . (6) “Overissue,” as defined in section 1308.03 of the Revised Code . (7) “Protected purchaser,” as defined in section 1308.17 of the Revised Code . (8) “Securities account,” as defined in section 1308.51 of the Revised Code . (C) In addition, Chapter 1301. of the Revised Code contains general definitions and principles

of construction and interpretation applicable throughout this chapter. (D) The characterization of a person, business, or transaction for purposes of this chapter

does not determine the characterization of the person, business, or transaction for

purposes of any other law, regulation, or rule.