Section 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.