2007 Minnesota Statutes

336.8-210 OVERISSUE.
(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 article
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: 1995 c 194 art 1 s 26