Hawaii Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares

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US-1058BG
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Description

A Legend is a statement on a stock certificate noting restrictions on the transfer of the stock, often due to SEC requirements for unregistered securities. The Securities Act of 1933 regulates the initial sale of securities to the public. Some securities are exempt from coverage of the Act. Certain stock issue transactions are also exempt (i.e., exempt from registration with the Securities and Exchange Commission). This Legend restricts the transfer of stock in accordance with the Articles of Incorporation or the Corporation's Bylaws or a Shareholder's Buy Sell Agreement.

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FAQ

Rule 144 is a set of regulations that outline the conditions in which the sale of unregistered or restricted stock shares can be sold. Typically, criteria must be met before a sale is allowed, including a minimum period in which the stock should be held, which can be up to one year.

Contact your broker to get the appropriate forms to complete. The process will be simpler if the new owner also has or will have an account with the same broker, because no change in the actual registration of the shares will be necessary. The broker will simply make the transfer on its own internal books.

The transfer agent will have a record of the person's name on the stock certificate; ownership can then be transferred to your name. This can be done in many different ways, so it's always best to contact the transfer agent and request instructions.

The purpose of the restrictive legend or notation is to protect the issuing company from loosing its private placement exemption for the initial sale of the securities and to notify the investor that the restricted securities cannot be resold into the public securities market without satisfying certain requirements.

Not anyone can cash in a stock certificate. Most stocks are issued to an individual, but they do transfer to heirs.

An in-kind or ACAT transfer allows you to transfer your investments between brokers as is, meaning you don't have to sell investments and transfer the cash proceeds ? you can simply move your existing investments to the new broker.

A restricted security must bear a legend giving notice of the restrictions. That legend which must be removed after the restrictions are lifted. A security with a legend cannot be transferred or sold and must be removed before any transaction.

Requirements The Articles of Association of the company must not restrict the transfer of shares. Duly executing share transfer deed in form SH-4. Submission of SH-4, original share certificates, and other relevant documents with the Company. KYC documents of the transferor and the transferee.

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Hawaii Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares