{"data":{"id":"us-ny/n.y.-uniform-commercial-code-law-8-404","jurisdiction":"us-ny","citation":"N.Y. Uniform Commercial Code Law § 8-404","heading":"Wrongful Registration","body":"Section 8--404. Wrongful Registration.\n  (a) Except as otherwise provided in Section 8--406, an issuer is\nliable for wrongful registration of transfer if the issuer has\nregistered a transfer of a security to a person not entitled to it, and\nthe transfer was registered:\n       (1) pursuant to an ineffective indorsement or instruction;\n       (2) after a demand that the issuer not register transfer became\n           effective under Section 8--403(a) and the issuer did not\n           comply with Section 8--403(b);\n       (3) after the issuer had been served with an injunction,\n           restraining order, or other legal process enjoining it from\n           registering the transfer, issued by a court of competent\n           jurisdiction, and the issuer had a reasonable opportunity to\n           act on the injunction, restraining order, or other legal\n           process; or\n       (4) by an issuer acting in collusion with the wrongdoer.\n  (b) An issuer that is liable for wrongful registration of transfer\nunder subsection (a) on demand shall provide the person entitled to the\nsecurity with a like certificated or uncertificated security, and any\npayments or distributions that the person did not receive as a result of\nthe wrongful registration. If an overissue would result, the issuer's\nliability to provide the person with a like security is governed by\nSection 8--210.\n  (c) Except as otherwise provided in subsection (a) or in a law\nrelating to the collection of taxes, an issuer is not liable to an owner\nor other person suffering loss as a result of the registration of a\ntransfer of a security if registration was made pursuant to an effective\nindorsement or instruction.","path":["Uniform Commercial Code Law","Article 8. Investment Securities","Part 4. Registration"],"source_url":"https://legislation.nysenate.gov/api/3/laws/UCC/8-404","current_through":"2026-09-11","vintage":"","retrieved_at":"2026-09-14T19:32:45Z","sha256":"e2a631db5069ed9da168bc0cc9889266d6eeb00fb903a21d1dc0752ba5011bb2","source_id":"us-ny","stale":false,"prev":"us-ny/n.y.-uniform-commercial-code-law-8-403","next":"us-ny/n.y.-uniform-commercial-code-law-8-405"},"notice":"GroundRules: Original legal text. Not legal advice."}
