Also known as: beneficial owner · beneficial ownership
Written by attorneys · grounded in primary & secondary sources — see below
An individual or entity that holds the economic interest in shares or other property. Legal title may rest with a record holder, intermediary, or trustee while the beneficial owner retains the rights to dividends, voting instructions, and ultimate disposition.
Brandon Black and Bernard Bass signed a voting trust agreement and transferred their shares in Boreal Energy to a trustee. The trustee prepared and delivered to the corporation a list naming Brandon and Bernard as the beneficial owners along with the number of shares each had transferred.
Bella Barnes created an irrevocable trust and granted Bianca Blanco a power of appointment over the remainder interest. Bianca exercised the power by directing the trustee to distribute the trust assets to designated recipients, thereby determining who would receive the beneficial ownership interests.
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Brianna Burke held shares in Brookside Pharmaceuticals registered in the name of an intermediary. She filed a beneficial ownership certificate with the corporation electing to be treated as the record shareholder for voting purposes. The corporation accepted the certificate and recognized Brianna as entitled to vote those shares.
Benjamin Brooks and Boulder Construction submitted consents to a shareholder action. After receiving revocations from record holders acting contrary to the instructions of the underlying beneficial owners, the inspectors counted only the revocations and rejected the earlier consents.
Birchwood Apparel officers sold shares while in possession of material nonpublic information. The court examined whether the beneficial owners who directed the trades acted with scienter, holding that liability under the securities laws required proof of intent rather than mere negligence.
A shareholder group acquired beneficial ownership of twenty percent of Revlon shares. The rights plan adopted by the board automatically nullified the note purchase rights held by other shareholders once the twenty-percent threshold was crossed.
A corporation may adopt a procedure allowing the beneficial owner to file a beneficial ownership certificate. Upon acceptance the corporation treats the filer as the record shareholder for the specified rights while stripping those rights from the intermediary.
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The trustee must prepare a list containing the names and addresses of all voting trust beneficial owners together with the number and class of shares each transferred and deliver copies of the list and agreement to the corporation.
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Yes. The donee of a power of appointment may designate recipients of beneficial ownership interests in the appointive property even though the donee does not hold legal title to that property.
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…fraud, conspiracy, self-dealing and waste of corporate assets (the “fraud action”). The plaintiffs are Cinerama, Incorporated, a beneficial owner of 201,200 shares of Technicolor common stock, approximately 4.5% of the total issued and outstanding common stock, and Cede & Company, the record owner of the shares of Technicolor owned…