Notwithstanding the principle of free transferability stated in Article 764 of this Uniform Act,
the Articles of Association may lay down certain limitations to the transfer of shares under the
following conditions:
1°) the limitation clauses shall not be valid in a company unless all its shares are registered;
2°) the Articles of Association may provide that the transfer of shares to a third party who is an
outsider to the company either free of charge or for payment shall be subject to approval by
the board of directors or the ordinary general meeting of shareholders ;
3°) limitations to the transfer of shares may not operate in case of succession, liquidation of the
community of property between spouses or of transfer to a spouse or an ascendant or a
descendant.
Official translation
Spot-checked
In force from 17 April 1997
Source page 167