400.8-204. 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) 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.
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(L. 1963 p. 503 § 8-204, A.L. 1992 S.B. 448, A.L. 1997 S.B. 6)