COMMERCIAL TRANSACTIONS
CHAPTER 8
INVESTMENT SECURITIES
PART 2.
ISSUE AND ISSUER
28-8-204. Effect of issuer’s restriction on transfer. A restriction on transfer of a security imposed by the issuer, even if otherwise lawful, is ineffective against a person without knowledge of the restriction unless:
(1) Security is certificated and the restriction is noted conspicuously on the security certificate; or
(2) The security is uncertificated and the registered owner has been notified of the restriction.