Okla. Stat. tit. 12A, § 12A-8-404: Wrongful Registration

Wrongful Registration.

(a) Except as otherwise provided in Section 8-406 of this

title, 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:

(1) pursuant to an ineffective indorsement or instruction;

(2) after a demand that the issuer not register transfer

became effective under subsection (a) of Section 8-403

of this title and the issuer did not comply with

subsection (b) of Section 8-403 of this title;

(3) 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

(4) by an issuer acting in collusion with the wrongdoer.

(b) An issuer that is liable for wrongful registration of

transfer under subsection (a) of this section 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 Section 8-210 of this

title.

(c) Except as otherwise provided in subsection (a) of this

section 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 indorsement or instruction.