Title 14, Chapter 2, Section 910
( 14-2-910)
(a) The following statement must appear conspicuously on each share
certificate issued by a statutory close corporation: "The rights of shareholders in a statutory close corporation may
differ materially from the rights of shareholders in other
corporations. Copies of the articles of incorporation and bylaws,
shareholders' agreements, and other documents, any of which may
restrict transfers and affect voting and other rights, may be
obtained by a shareholder on written request to the corporation." (b) Within a reasonable time after the issuance or transfer of
uncertificated shares, the corporation shall send to the
shareholders a written notice containing the information required by
subsection (a) of this Code section. (c) The notice required by this Code section satisfies all requirements of this article and of Code Section 14-2-627 that notice of share transfer restrictions be given. (d) A person claiming an interest in shares of a statutory close
corporation which has complied with the notice requirement of this
Code section is bound by the documents referred to in the notice.
Any document referred to in subsection (a) of this Code section,
whether or not referred to on the share certificate in the manner
required by this Code section, is enforceable against a person with
knowledge of the document. (e) A corporation shall provide to any shareholder upon his written
request and without charge copies of provisions that restrict
transfer or affect voting or other rights of shareholders appearing
in articles of incorporation, bylaws, or shareholders' or voting
trust agreements filed with the corporation. |