408.404 Wrongful registration.
(1) Except as otherwise provided in s. 408.406, 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:
(a) Pursuant to an ineffective endorsement or instruction;
(b) After a demand that the issuer not register transfer became effective under s. 408.403 (1) and the issuer did not comply with s. 408.403 (2);
(c) 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
(d) By an issuer acting in collusion with the wrongdoer.
(2) An issuer that is liable for wrongful registration of transfer under sub. (1) 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 s. 408.210.
(3) Except as otherwise provided in sub. (1) 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 endorsement or instruction.
History: 1997 a. 297.
Structure Wisconsin Statutes & Annotations
Wisconsin Statutes & Annotations
Chapter 408 - Uniform commercial code — investment securities.
408.104 - Acquisition of security or financial asset or interest therein.
408.105 - Notice of adverse claim.
408.107 - Whether endorsement, instruction or entitlement order is effective.
408.108 - Warranties in direct holding.
408.109 - Warranties in indirect holding.
408.110 - Applicability; choice of law.
408.111 - Clearing corporation rules.
408.112 - Creditor's legal process.
408.113 - Statute of frauds inapplicable.
408.114 - Evidentiary rules concerning certificated securities.
408.115 - Securities intermediary and others not liable to adverse claimant.
408.116 - Securities intermediary as purchaser for value.
408.202 - Issuer's responsibility and defenses; notice of defect or defense.
408.203 - Staleness as notice of defect or defense.
408.204 - Effect of issuer's restriction on transfer.
408.205 - Effect of unauthorized signature on security certificate.
408.206 - Completion or alteration of security certificate.
408.207 - Rights and duties of issuer with respect to registered owners.
408.208 - Effect of signature of authenticating trustee, registrar or transfer agent.
408.302 - Rights of purchaser.
408.303 - Protected purchaser.
408.306 - Effect of guaranteeing signature, endorsement or instruction.
408.307 - Purchaser's right to requisites for registration of transfer.
408.401 - Duty of issuer to register transfer.
408.402 - Assurance that endorsement or instruction is effective.
408.403 - Demand that issuer not register transfer.
408.404 - Wrongful registration.
408.405 - Replacement of lost, destroyed or wrongfully taken security certificate.
408.406 - Obligation to notify issuer of lost, destroyed or wrongfully taken security certificate.
408.407 - Authenticating trustee, transfer agent and registrar.
408.501 - Securities account; acquisition of security entitlement from securities intermediary.
408.502 - Assertion of adverse claim against entitlement holder.
408.504 - Duty of securities intermediary to maintain financial asset.
408.505 - Duty of securities intermediary with respect to payments and distributions.
408.506 - Duty of securities intermediary to exercise rights as directed by entitlement holder.
408.507 - Duty of securities intermediary to comply with entitlement order.
408.510 - Rights of purchaser of security entitlement from entitlement holder.
408.511 - Priority among security interests and entitlement holders.