§12A-8-210.

§12A-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) of this
   section, 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.