WSC Stock Transfer Policy.htm  Gil's response to the proposed stock transfer policy.

Study the 2 references below and decide for yourself if you think your shares are restricted.

55-6-27. Restriction on transfer of shares and other securities.

NCGA General Statutes - GS § 55-6-27. Restriction on transfer of shares and other securities.

(b) A restriction on the transfer or registration of transfer of shares is valid and enforceable against the holder or a transferee of the holder if the restriction is authorized by this section, it is not unconscionable under the circumstances, and its existence is noted conspicuously on the front or back of the certificate or is contained in the information statement required by G.S. 55-6-26(b). Unless so noted, a restriction is not enforceable except against a person who receives actual written notice of the restrictions.

From:  http://www.adamskleemeier.com/articles/art_96_fall_corp.htm#top

Although transfer restrictions are generally enforceable, the North Carolina Court of Appeals has recently made it clear that certain restrictions on the sale of stock must be specifically described in the agreement to be enforceable. In Bryan-Barber Realty, Inc. V. Fryar, 120 N.C. App. 178, 461 S.E.2d 29 (1995), the North Carolina Court of Appeals held that, because restrictions on alienability are disfavored, any attempt to restrict the transferability of stock will be strictly construed. Thus, under the rule of strict construction, the Court held that a transfer restriction in a shareholder agreement that prohibited a shareholder from attempting to "dispose of or encumber his stock other than as expressly provided for" in that agreement, was not effective to prevent the court-ordered transfer of stock from a shareholder to an ex-spouse in a divorce and equitable distribution proceeding.