Title 11, Chapter 8, Section 204
( 11-8-204)
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. | 
