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. (1) the security is certificated and the restriction is noted conspicuously on the security certificate; or
2. (2) the security is uncertificated and the registered owner has been notified of the restriction.

(Acts 1965, No. 549, p. 811; repealed by Acts 1996, No. 96-742, p. 1241, §1; added by Acts 1996, No. 96-742, p. 1241, §1.)