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.
Structure West Virginia Code
Chapter 46. Uniform Commercial Code
Article 8. Investment Securities
§46-8-104. Acquisition of Security or Financial Asset or Interest Therein
§46-8-105. Notice of Adverse Claim
§46-8-107. Whether Indorsement, Instruction or Entitlement Order Is Effective
§46-8-108. Warranties in Direct Holding
§46-8-109. Warranties in Indirect Holding
§46-8-110. Applicability; Choice of Law
§46-8-111. Clearing Corporation Rules
§46-8-112. Creditor's Legal Process
§46-8-113. Statute of Frauds Inapplicable
§46-8-114. Evidentiary Rules Concerning Certificated Securities
§46-8-115. Securities Intermediary and Others Not Liable to Adverse Claimant
§46-8-116. Securities Intermediary as Purchaser for Value
§46-8-202. Issuer's Responsibility and Defenses; Notice of Defect or Defense
§46-8-203. Staleness as Notice of Defect or Defense
§46-8-204. Effect of Issuer's Restriction on Transfer
§46-8-205. Effect of Unauthorized Signature on Security Certificate
§46-8-206. Completion or Alteration of Security Certificate
§46-8-207. Rights and Duties of Issuer With Respect to Registered Owners
§46-8-208. Effect of Signature of Authenticating Trustee, Registrar, or Transfer Agent
§46-8-302. Rights of Purchaser
§46-8-303. Protected Purchaser
§46-8-306. Effect of Guaranteeing Signature, Indorsement, or Instruction
§46-8-307. Purchaser's Right to Requisites for Registration of Transfer
§46-8-401. Duty of Issuer to Register Transfer
§46-8-402. Assurance That Indorsement or Instruction Is Effective
§46-8-403. Demand That Issuer Not Register Transfer
§46-8-404. Wrongful Registration
§46-8-405. Replacement of Lost, Destroyed, or Wrongfully Taken Security Certificate
§46-8-406. Obligation to Notify Issuer of Lost, Destroyed, or Wrongfully Taken Security Certificate
§46-8-407. Authenticating Trustee, Transfer Agent and Registrar
§46-8-501. Securities Account; Acquisition of Security Entitlement From Securities Intermediary
§46-8-502. Assertion of Adverse Claim Against Entitlement Holder
§46-8-504. Duty of Securities Intermediary to Maintain Financial Asset
§46-8-505. Duty of Securities Intermediary With Respect to Payments and Distributions
§46-8-506. Duty of Securities Intermediary to Exercise Rights as Directed by Entitlement Holder
§46-8-507. Duty of Securities Intermediary to Comply With Entitlement Order
§46-8-510. Rights of Purchaser of Security Entitlement From Entitlement Holder
§46-8-511. Priority Among Security Interests and Entitlement Holders