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.
1996, c. 216.
Structure Code of Virginia
Title 8.8A - Commercial Code - Investment Securities
§ 8.8A-202. Issuer's responsibility and defenses; notice of defect or defense
§ 8.8A-203. Staleness as notice of defect or defense
§ 8.8A-204. Effect of issuer's restriction on transfer
§ 8.8A-205. Effect of unauthorized signature on security certificate
§ 8.8A-206. Completion or alteration of security certificate
§ 8.8A-207. Rights and duties of issuer with respect to registered owners
§ 8.8A-208. Effect of signature of authenticating trustee, registrar or transfer agent