N.Y. Uniform Commercial Code Law Section 8-204
Effect of Issuer’s Restriction on Transfer

Section 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; or

(3)

the restriction is on the transfer of a cooperative interest and the restriction is set forth in the cooperative record.

Source: Section 8-204 — Effect of Issuer's Restriction on Transfer, https://www.­nysenate.­gov/legislation/laws/UCC/8-204 (updated Sep. 22, 2014; accessed Feb. 15, 2025).

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Accessed:
Feb. 15, 2025

Last modified:
Sep. 22, 2014

§ 8-204’s source at nysenate​.gov

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