(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.
HISTORY: 2001 Act No. 67, Section 5.
Structure South Carolina Code of Laws
Chapter 8 - Commercial Code - Investment Securities
Section 36-8-101. Short title.
Section 36-8-102. Definitions.
Section 36-8-104. Acquisition of security or financial asset or interest therein.
Section 36-8-105. Notice of adverse claim.
Section 36-8-107. Whether indorsement, instruction, or entitlement order is effective.
Section 36-8-108. Warranties in direct holding.
Section 36-8-109. Warranties in indirect holding.
Section 36-8-110. Applicability; choice of law.
Section 36-8-111. Clearing corporation rules.
Section 36-8-112. Creditor's legal process.
Section 36-8-113. Statute of frauds inapplicable.
Section 36-8-114. Evidentiary rules concerning certificated securities.
Section 36-8-115. Securities intermediary and others not liable to adverse claimant.
Section 36-8-116. Securities intermediary as purchaser for value.
Section 36-8-202. Issuer's responsibility and defenses; notice of defect or defense.
Section 36-8-203. Staleness as notice of defect or defense.
Section 36-8-204. Effect of issuer's restriction on transfer.
Section 36-8-205. Effect of unauthorized signature on security certificate.
Section 36-8-206. Completion or alteration of security certificate.
Section 36-8-207. Rights and duties of issuer with respect to registered owners.
Section 36-8-208. Effect of signature of authenticating trustee, registrar, or transfer agent.
Section 36-8-209. Issuer's lien.
Section 36-8-302. Rights of purchaser.
Section 36-8-303. Protected purchaser.
Section 36-8-304. Indorsement.
Section 36-8-305. Instruction.
Section 36-8-306. Effect of guaranteeing signature, indorsement, or instruction.
Section 36-8-307. Registration of transfer of security; proof of authority to transfer.
Section 36-8-401. Duty of issuer to register transfer.
Section 36-8-402. Assurance that indorsement or instruction is effective.
Section 36-8-403. Demand that issuer not register transfer.
Section 36-8-404. Wrongful registration.
Section 36-8-405. Replacement of lost, destroyed, or wrongfully taken security certificate.
Section 36-8-407. Authenticating trustee, transfer agent, and registrar.
Section 36-8-502. Assertion of adverse claim against entitlement holder.
Section 36-8-504. Duty of securities intermediary to maintain financial asset.
Section 36-8-505. Duty of securities intermediary with respect to payments and distributions.
Section 36-8-507. Duty of securities intermediary to comply with entitlement order.
Section 36-8-510. Rights of purchaser of security entitlement from entitlement holder.
Section 36-8-511. Priority among security interests and entitlement holders.