(a) If an owner of a certificated security, whether in registered or bearer form, claims that the certificate has been lost, destroyed, or wrongfully taken, the issuer shall issue a new certificate if the owner:
(1) so requests before the issuer has notice that the certificate has been acquired by a protected purchaser;
(2) files with the issuer a sufficient indemnity bond; and
(3) satisfies other reasonable requirements imposed by the issuer.
(b) If, after the issue of a new security certificate, a protected purchaser of the original certificate presents it for registration of transfer, the issuer shall register the transfer unless an overissue would result. In that case, the issuer's liability is governed by Section 8-210. In addition to any rights on the indemnity bond, an issuer may recover the new certificate from a person to whom it was issued or any person taking under that person, except a protected purchaser.
Structure Delaware Code
Article 8. Investment Securities
§ 8-401. Duty of issuer to register transfer.
§ 8-402. Assurance that endorsement or instruction is effective.
§ 8-403. Demand that issuer not register transfer.
§ 8-404. Wrongful registration.
§ 8-405. Replacement of lost, destroyed, or wrongfully taken security certificate.
§ 8-406. Obligation to notify issuer of lost, destroyed, or wrongfully taken security certificate.
§ 8-407. Authenticating trustee, transfer agent, and registrar.