SECTION 8-204. Effect of Issuer's Restriction on Transfer  


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  • 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) the 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.