Section 79 — Canada Business Corporations Act: Limitation of issuer’s liability

Subject to any applicable law relating to the collection of taxes, the issuer is not liable to the owner or any other person who incurs a loss as a result of the registration of a transfer of a security if the necessary endorsements were on or with the security; and the issuer had no duty to inquire into adverse claims or had discharged any such duty. If an issuer has registered a transfer of a security to a person not entitled to it, the issuer shall on demand deliver a like security to the owner unless subsection (1) applies; the owner is precluded by subsection 80(1) from asserting any claim; or the delivery would result in overissue, in which case the issuer’s liability is governed by section 52.