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

• Category: Corporations - Shareholders and Stock
• State: Multi-State
• Control #: US-1058BG
• Format: Word; Rich Text

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. New York Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares refers to a specific type of notation or statement found on stock certificates issued by New York-based companies. This legend highlights the existence of a separate document that imposes restrictions on the transfer or sale of the shares represented by the certificate. This document, known as a Restrictive Share Transfer Agreement or a Stock Restriction Agreement, outlines certain conditions, limitations, or requirements that prevent or regulate the shares' transfer. The New York Legend serves as a visible reminder to shareholders, potential buyers, and other parties that the shares described on the stock certificate are subject to the terms and provisions specified in the separate document. This legend is typically located on the face of the stock certificate and often reads: "THE SHARES REPRESENTED HEREBY ARE SUBJECT TO RESTRICTIONS AND CONDITIONS CONTAINED IN A SEPARATE DOCUMENT RESTRICTING TRANSFER OF SHARES." It is important to note that there can be different variations or types of New York Legends on Stock Certificates, depending on the specific nature of the restrictions outlined in the separate document. Some common types include: 1. Lock-up Agreement Legend: This type of New York Legend reflects a lock-up period during which the shareholder is prohibited from selling or transferring the shares. Lock-up periods usually coincide with significant corporate events such as initial public offerings (IPOs), mergers, acquisitions, or other strategic transactions. 2. Voting Rights Restriction Legend: This New York Legend denotes a restriction on the voting rights associated with the shares. It might specify that certain shares carry limited or specific voting rights, or that the shareholder must adhere to specific guidelines when exercising their voting rights. 3. Transferability Restriction Legend: This type of New York Legend indicates limitations on the transferability of the shares. It may state that the shares can only be transferred under certain circumstances, such as with the prior consent of the company's board of directors or when certain conditions are met. 4. Buyback Clause Legend: This New York Legend pertains to a provision that grants the company the right to repurchase the shares from the shareholder at a specified price or under predefined conditions. It serves as a reminder that the company holds the option to buy back the shares in certain situations. Overall, the presence of a New York Legend on a Stock Certificate serves to inform shareholders, potential buyers, and relevant parties about the need to consult and comply with the restrictions outlined in the separate document. It is crucial for individuals involved in stock transfers to carefully review and understand the terms and conditions laid out to ensure compliance with the restrictive provisions.

New York Legend on Stock Certificate with Reference to Separate Document Restricting Transfer of Shares refers to a specific type of notation or statement found on stock certificates issued by New York-based companies. This legend highlights the existence of a separate document that imposes restrictions on the transfer or sale of the shares represented by the certificate. This document, known as a Restrictive Share Transfer Agreement or a Stock Restriction Agreement, outlines certain conditions, limitations, or requirements that prevent or regulate the shares' transfer. The New York Legend serves as a visible reminder to shareholders, potential buyers, and other parties that the shares described on the stock certificate are subject to the terms and provisions specified in the separate document. This legend is typically located on the face of the stock certificate and often reads: "THE SHARES REPRESENTED HEREBY ARE SUBJECT TO RESTRICTIONS AND CONDITIONS CONTAINED IN A SEPARATE DOCUMENT RESTRICTING TRANSFER OF SHARES." It is important to note that there can be different variations or types of New York Legends on Stock Certificates, depending on the specific nature of the restrictions outlined in the separate document. Some common types include: 1. Lock-up Agreement Legend: This type of New York Legend reflects a lock-up period during which the shareholder is prohibited from selling or transferring the shares. Lock-up periods usually coincide with significant corporate events such as initial public offerings (IPOs), mergers, acquisitions, or other strategic transactions. 2. Voting Rights Restriction Legend: This New York Legend denotes a restriction on the voting rights associated with the shares. It might specify that certain shares carry limited or specific voting rights, or that the shareholder must adhere to specific guidelines when exercising their voting rights. 3. Transferability Restriction Legend: This type of New York Legend indicates limitations on the transferability of the shares. It may state that the shares can only be transferred under certain circumstances, such as with the prior consent of the company's board of directors or when certain conditions are met. 4. Buyback Clause Legend: This New York Legend pertains to a provision that grants the company the right to repurchase the shares from the shareholder at a specified price or under predefined conditions. It serves as a reminder that the company holds the option to buy back the shares in certain situations. Overall, the presence of a New York Legend on a Stock Certificate serves to inform shareholders, potential buyers, and relevant parties about the need to consult and comply with the restrictions outlined in the separate document. It is crucial for individuals involved in stock transfers to carefully review and understand the terms and conditions laid out to ensure compliance with the restrictive provisions.