Affidavit of Lost Stock Certificate/More Info


 Affidavit of Lost Stock Certificate 
Additional Information 
Stock Certificates 
An ownership interest in a corporation is reflected by a stock certificate issued by the corporation.  A stock certificate is presumptive proof that the person whose name appears on the certificate (or the holder, if the certificate is endorsed by the person named) is the owner of the stated number of shares. It is the books and records of the corporation, however, which control stock ownership questions for most purposes.  In other words, transfer of ownership is not effective until it is reflected on the issuing company's books.  
 
Stock certificates are important documents.  They should be kept in a safety deposit box or other secure place where they are not likely to be lost or stolen.  This Affidavit of Lost Stock Certificate is used when you lose your certificate.  With it, you may request the transfer of your shares to someone else, or request a replacement certificate. 

Your Rights 
As a general rule, the owner of a lost stock certificate does not lose his or her right to get a replacement, even if the loss was due to negligence.  Some states have statutes that modify this basic rule.  If the company will not agree under any circumstances to issue you a replacement, check with a local securities attorney.  In extreme cases, it may be necessary to file a lawsuit to compel the company to issue a replacement certificate.   

Affidavits 
An affidavit is simply a statement made under oath.  It must be signed before a notary or other person authorized by the state to administer oaths. The person that makes the statement and signs an affidavit is called an "affiant" or a "declarant."  If a statement in an affidavit is known to be false when made, the affiant may be subject to a claim of fraud or other serious charges. 

Each state has its own rules regarding who may administer oaths and formally acknowledge the signature of documents like affidavits.  Every state provides for a "notary" to perform this function.  Your bank, insurance agent or lawyer can usually supply someone to notarize your documents.  Other individuals may be eligible in your state.  As a general rule, acknowledgment by a notary from one state will be accepted in other states. 

Some companies will accept a "signature guarantee" instead of a notary's acknowledgment.  You can get a signature guarantee at the office of a registered securities broker and many banks. 

Indemnity Bonds 
The issuing company may also ask you to get an indemnity bond.  This is like an insurance policy that protects the company in the event that a statement in the affidavit proves to be false and a claim for the shares is ultimately made by someone else.  There is a fee for the indemnity bond.  The fee varies depending upon the value of the stock and other risk factors.  The issuing company should be able to help you secure this bond, if it's required. 

Restrictions On Transfer 
Many small companies have restrictions on the transfer of their stock, either through shareholder agreement, restrictions in the corporate articles or bylaws, or because of securities laws.  If you own stock in a small, closely held company and are considering a gift or sale of your stock, it may be wise to check with the company to make sure your transfer can be completed.