17-6418.   Same; judicial proceedings to compelissuance of new stock certificate or uncertificated shares.(a) If a corporation refuses to issue new uncertificated shares or a newcertificate of stock in place of a certificate theretofore issued by it, or byany corporation of which it is the lawful successor, which certificate isalleged to have been lost, stolen or destroyed, the owner of the lost, stolenor destroyed certificate or the owner's legal representative, may commence anaction in district court for an order requiring the corporation to show causewhy it should not issue new uncertificated shares or a new certificate of stockin place of the certificate so lost, stolen or destroyed. The petition in suchaction shall state the name of the corporation, the number and date of thecertificate, if known or ascertainable by the plaintiff, the number of sharesof stock represented thereby and to whom issued, and a statement of thecircumstances attending such loss, theft or destruction. Thereupon the courtshall make an order requiring the corporation to show cause at a time and placetherein designated, why it should not issue new uncertificated shares or a newcertificate of stock in place of the one described in the complaint. A copy ofthe complaint and order shall be served upon the corporation at least five daysbefore the time designated in the order.

      (b)   If, upon hearing, the court is satisfied that the plaintiff is the lawfulowner of the number of shares of capital stock, or any part thereof, describedin the petition, and that the certificate therefor has been lost, stolen ordestroyed, and no sufficient cause has been shown why new uncertificated sharesor a new certificate should not be issued in place thereof, it shall enter anorder requiring the corporation to issue and deliver to the plaintiff newuncertificated shares or a new certificate for such shares. In its order thecourt shall direct that, prior to the issuance and delivery to the plaintiff ofsuch new uncertificated shares or a new certificate, the plaintiff give thecorporation a bond in such form and with such security as to the court appearssufficient to indemnify the corporation against any claim that may be madeagainst it on account of the alleged loss, theft or destruction of any suchcertificate or the issuance of such new uncertificated shares or newcertificate. No corporation which has issued uncertificated shares or acertificate pursuant to an order of the court entered hereunder shall be liablein an amount in excess of the amount specified in such bond.

      History:   L. 1972, ch. 52, § 45;L. 1988, ch. 99, § 17;Revived and amend., L. 1988, ch. 100, § 17;L. 1992, ch. 270, § 7;L. 2004, ch. 143, § 19; Jan. 1, 2005.