Ohio Revised Code
Chapter 1308 | Investment Securities
Section 1308.40 | Wrongful Registration - Ucc 8-404.

Effective: January 1, 1998
Latest Legislation: House Bill 170 - 122nd General Assembly
(A) Except as otherwise provided in section 1308.41 of the Revised Code. An issuer is liable for wrongful registration of transfer if the issuer has registered a transfer of a security to a person not entitled to it, and the transfer was registered:
(1) Pursuant to an ineffective indorsement or instruction;
(2) After a demand that the issuer not register transfer became effective under division (A) of section 1308.39 of the Revised Code and the issuer did not comply with division (B) of that section;
(3) After the issuer had been served with an injunction, restraining order, or other legal process enjoining it from registering the transfer, issued by a court of competent jurisdiction, and the issuer had a reasonable opportunity to act on the injunction, restraining order, or other legal process; or
(4) By an issuer acting in collusion with the wrongdoer.
(B) An issuer that is liable for wrongful registration of transfer under division (A) of this section on demand shall provide the person entitled to the security with a like certificated or uncertificated security, and any payments or distributions that the person did not receive as a result of the wrongful registration. If an overissue would result, the issuer's liability to provide the person with a like security is governed by section 1308.03 of the Revised Code.
(C) Except as otherwise provided in division (A) of this section or in a law relating to the collection of taxes, an issuer is not liable to an owner or other person suffering loss as a result of the registration of a transfer of a security if registration was made pursuant to an effective indorsement or instruction.

Structure Ohio Revised Code

Ohio Revised Code

Title 13 | Commercial Transactions

Chapter 1308 | Investment Securities

Section 1308.01 | Definitions - Ucc 8-102.

Section 1308.02 | Rules for Determining Whether Certain Obligations and Interests Are Securities or Financial Assets - Ucc 8-103.

Section 1308.03 | Overissue Defined - Effect - Ucc 8-210.

Section 1308.04 | Evidentiary Rules Concerning Certificate Securities - Ucc 8-114.

Section 1308.05 | Applicability - Choice of Law - Ucc 8-110.

Section 1308.06 | Clearing Corporation Rules - Ucc 8-111.

Section 1308.07 | Statute of Frauds Inapplicable - Ucc 8-113.

Section 1308.08 | Issuer - Ucc 8-201.

Section 1308.09 | Issuer's Responsibility and Defenses - Notice of Defect or Defense - Ucc 8-202.

Section 1308.10 | Staleness as Notice of Defect or Defense - Ucc 8-203.

Section 1308.11 | Effect of Issuer's Restriction on Transfer - Ucc 8-204 - Issuer's Lien - Ucc 8-209.

Section 1308.12 | Effect of Unauthorized Signature on Security Certificate - Ucc 8-205.

Section 1308.13 | Completion or Alteration of Security Certificate - Ucc 8-206.

Section 1308.14 | Rights and Duties of Issuer With Respect to Registered Owners - Ucc 8-207.

Section 1308.15 | Effect of Signature of Authenticating Trustee, Registrar, or Transfer Agent - Ucc 8-208.

Section 1308.16 | Rights of Purchaser - Ucc 8-302.

Section 1308.17 | Protected Purchaser - Ucc 8-303.

Section 1308.18 | Acquisition of Security or Financial Asset or Interest Therein - Ucc 8-104.

Section 1308.19 | Notice of Adverse Claim - Ucc 8-105.

Section 1308.20 | Warranties in Direct Holding - Ucc 8-108.

Section 1308.21 | Warranties in Indirect Holding - Ucc 8-109.

Section 1308.22 | Indorsement - Ucc 8-304.

Section 1308.23 | Whether Indorsement, Instruction, or Entitlement Order Is Effective - Ucc 8-107.

Section 1308.24 | Control - Ucc 8-106.

Section 1308.25 | Instruction - Ucc 8-305.

Section 1308.26 | Effect of Guaranteeing Signature, Indorsement, or Instruction - Ucc 8-306.

Section 1308.27 | Delivery - Ucc 8-301.

Section 1308.29 | Fulfilling Duty to Transfer.

Section 1308.30 | Wrongful Transfer of Security.

Section 1308.31 | Purchaser's Right to Requisites for Registration of Transfer - Ucc 8-307.

Section 1308.32 | Creditor's Legal Process - Ucc 8-112.

Section 1308.33 | Securities Intermediary and Others Not Liable to Adverse Claimant - Ucc 8-115 - Securities Intermediary as Purchaser for Value - Ucc 8-116.

Section 1308.37 | Duty of Issuer to Register Transfer - Ucc 8-401.

Section 1308.38 | Assurance That Indorsement or Instruction Is Effective - Ucc 8-402.

Section 1308.39 | Demand That Issuer Not Register Transfer - Ucc 8-403.

Section 1308.40 | Wrongful Registration - Ucc 8-404.

Section 1308.41 | Obligation to Notify Issuer of Lost, Destroyed or Wrongfully Taken Security Certificate - Ucc 8-406 - Replacement of Lost, Destroyed, or Wrongfully Taken Security Certificate - Ucc 8-405.

Section 1308.42 | Authenticating Trustee, Transfer Agent, and Registrar - Ucc 8-407.

Section 1308.51 | Securities Account - Acquisition of Security Entitlement From Securities Intermediary - Ucc 8-501.

Section 1308.52 | Assertion of Adverse Claim Against Entitlement Holder - Ucc 8-502.

Section 1308.53 | Property Interest of Entitlement Holder in Financial Asset Held by Securities Intermediary - Ucc 8-503.

Section 1308.54 | Duty of Securities Intermediary to Maintain Financial Asset - Ucc 8-504.

Section 1308.55 | Duty of Securities Intermediary With Respect to Payments and Distributions - Ucc 8-505.

Section 1308.56 | Duty of Securities Intermediary to Exercise Rights as Directed by Entitlement Holder - Ucc 8-506.

Section 1308.57 | Duty of Securities Intermediary to Comply With Entitlement Holder - Ucc 8-507.

Section 1308.58 | Duty of Securities Intermediary to Change Entitlement Holder's Position to Other Form of Security Holding - Ucc 8-508.

Section 1308.59 | Specification of Duties of Securities Intermediary by Other Statute or Regulation Manner of Performance of Duties of Securities Intermediary and Exercise of Rights of Entitlement Holder - Ucc 8-509.

Section 1308.60 | Rights of Purchaser of Security Entitlement From Entitlement Holder - Ucc 8-510.

Section 1308.61 | Priority Among Security Interests and Entitlement Holders - Ucc 8-511.