PART 6DEBT OBLIGATIONS, CERTIFICATES, REGISTERS AND TRANSFERS
37. (1) The following definitions apply in this Part.
« opposition »
“adverse claim”, in respect of a debt obligation, 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 debt obligation.
« porteur »
“bearer” means the person who is in possession of a debt obligation that is payable to bearer or endorsed in blank.
« courtier »
“broker” means a person who is engaged in whole or in part in the business of buying and selling debt obligations and who, in the transaction concerned, acts for, buys a debt obligation from or sells a debt obligation to a customer.
« livraison » ou « remise »
“delivery” means voluntary transfer of possession.
« représentant »
“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.
« bonne foi »
“good faith” means honesty in fact in the conduct of the transaction concerned.
“good faith purchaser”
« acquéreur de bonne foi »
“good faith purchaser” means a purchaser for value in good faith and without notice of any adverse claim who takes delivery of a debt obligation.
« détenteur »
“holder” means a person who is in possession of a debt obligation that is issued or endorsed to the person, to bearer or in blank.
« émission excédentaire »
“overissue” means the issue of debt obligations in excess of any maximum number of debt obligations that the issuer is authorized by a trust indenture to issue.
« acquéreur »
“purchaser” means a person who takes an interest or right in a debt obligation by sale, mortgage, hypothec, pledge, issue, reissue, gift or any other voluntary transaction.
« transfert »
“transfer” includes transmission by operation of law.
« acte de fiducie »
“trust indenture” means a trust indenture as defined in subsection 104(1).
« valide »
“valid” means issued in accordance with the applicable law and the by-laws of the issuer, or validated under section 54.
Marginal note:Negotiable instruments
(2) Except when a transfer is restricted and noted on a debt obligation in accordance with subsection 42(2), a debt obligation is a negotiable instrument.
Marginal note:Registered form
(3) A debt obligation is in registered form if
(a) it specifies a person who is entitled to the debt obligation or to the rights it evidences, and its transfer is capable of being recorded in a debt obligations register; or
(b) it bears a statement that it is in registered form.
Marginal note: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 reasonable certainty in it or to a person to whom it is assigned.
Marginal note:Bearer form
(5) A debt obligation is in bearer form if it is payable to bearer according to its terms and not by reason of an endorsement.
Marginal note:Guarantor or surety for issuer
(6) A guarantor or, in Quebec, a surety for an issuer is deemed to be an issuer to the extent of the guarantee, whether or not the obligation is noted on the debt obligation.
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