47-8210. Overissue
A. In this section, "overissue" means the issue of securities in excess of the
amount the issuer has corporate power to issue, but an overissue does not occur if
appropriate action has cured the overissue.
B. Except as otherwise provided in subsections C and D, the provisions of this
chapter which validate a security or compel its issue or reissue do not apply to the
extent that validation, issue or reissue would result in overissue.
C. If an identical security not constituting an overissue is reasonably available
for purchase, a person entitled to issue or validation may compel the issuer to purchase
the security and deliver it if certificated or register its transfer if uncertificated,
against surrender of any security certificate the person holds.
D. If a security is not reasonably available for purchase, a person entitled to
issue or validation may recover from the issuer the price the person or the last
purchaser for value paid for it with interest from the date of the person's demand.
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