Shawn M. Story

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The Corporate and Banking Law Section of the Georgia Uniform Commercial Code Committee has recommended to the Georgia General Assembly that the use of uncertificated securities be made available to Georgia companies by adoption of Article 8 of the Uniform Commercial Code ("U.C.C.") as revised in 1977. The 1977 version of U.C.C. Article 8 provides for the issuance of uncertificated securities and governs the transfers, security interests, and rights of creditors involved with such securities. Uncertificated securities are presented as a solution to the amount of paperwork and time expended with the use of certificates. By enabling participants in the securities industry to better use available technology, uncertificated securities provide a more efficient method of transacting business in the midst of the "Information Age."

The 1977 revision resulted from a series of steps involving the adoption of individual U.C.C. sections, modifications to other codes, and recommendations in, committee reports. The following is a brief historical account of the reforms leading up to the 1977 revision and its submission for adoption in Georgia. Also included in this Article is a description of the procedures to follow when dealing with uncertificated stock and some criticisms of those procedures.