Shares held by intermediaries and nominees.

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(1) A corporation's board of directors may establish a procedure by which a beneficial owner is recognized by the corporation in its records as the shareholder. The extent, terms, conditions, and limitations of this treatment must be specified in the procedure so established. To the extent that the beneficial owner is treated under the procedure as having rights or privileges that the shareholder otherwise would have, the shareholder does not have those rights or privileges.

(2) The procedure described in subsection (1) of this section must specify:

  1. The types of intermediaries or nominees to which it applies;

  2. The rights or privileges that the corporation recognizes in a beneficial owner, whichmay include rights or privileges other than voting;

  3. The manner in which the procedure may be used by the intermediary or nominee;

  4. The information that shall be provided by the intermediary or nominee when theprocedure is used;

  5. The period for which the intermediary's or nominee's use of the procedure is effective;

  6. Requirements for notice to the corporation with respect to the arrangement, includingany requirements for the deposit with the corporation of the beneficial ownership certificate;

  7. The form and contents of the beneficial ownership certificate; and(h) Other aspects of the rights and duties thereby created.

Source: L. 93: Entire article added, p. 772, § 1, effective July 1, 1994. L. 2003: IP(2) amended, p. 2319, § 237, effective July 1, 2004. L. 2019: Entire section amended, (SB 19-086), ch. 166, p. 1928, § 32, effective July 1, 2020.


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