Shareholders Communications Act Sample Clauses
The Shareholders Communications Act clause outlines the procedures and requirements for communicating with shareholders, particularly in the context of proxy materials and other corporate disclosures. Typically, this clause specifies how a company must provide information to shareholders, including the use of intermediaries such as brokers or banks who hold shares on behalf of beneficial owners. Its core practical function is to ensure that all shareholders, regardless of how they hold their shares, receive timely and accurate information necessary for informed voting and participation in corporate governance, thereby promoting transparency and compliance with legal obligations.
Shareholders Communications Act. (a) With respect to securities under and as defined in the Shareholders Communications Act of 1985 (the “SCA”) issued in the United States, the SCA requires the Trustee to disclose to the issuers, upon their request, the name, address and securities position of its customers who are (i) the “beneficial owners” (as defined in the SCA) of the issuer’s securities, if the beneficial owner does not object to such disclosure, or (ii) acting as a “respondent bank” (as defined in the SCA) with respect to the securities. (Under the SCA, “respondent banks” do not have the option of objecting to such disclosure upon the issuers’ request.) The SCA defines a “beneficial owner” as any person who has, or shares, the power to vote a security (pursuant to an agreement or otherwise), or who directs the voting of a security. The SCA defines a “respondent bank” as any bank, association or other entity that exercises fiduciary powers which holds securities on behalf of beneficial owners and deposits such securities for safekeeping with a bank, such as Trustee. Under the SCA, each Holder is either the “beneficial owner” or a “respondent bank.”
(b) For Purposes of this Indenture, until Trustee receives a contrary written instruction from a Holder, Trustee shall assume that such Holder is the beneficial owner of the Securities.
(c) For purposes of this Indenture, until Trustee receives a contrary instruction from a Holder, Trustee shall release the name, address and securities position to the Issuer, if the Issuer requests such information pursuant to the SCA for the specific purpose of direct communications between such Issuer and such Holder. With respect to securities issued outside of the United States, if applicable, information shall be released to issuers only if required by law or regulation of the particular country in which the securities are located.
Shareholders Communications Act. In accordance with Rule 14b-2 of the Securities and Exchange Act of 1934, as amended, Master Custodial Administration Agreement Administrator will instruct the Custodian to provide the name, address and share position of the beneficial holder of securities to the issuing company, unless the beneficial holder objects in writing to the provision of such information. Any consent or objection will apply to all securities Master Custodial Administration Agreement Administrator holds for the account now and in the future, unless directed otherwise.
Shareholders Communications Act. With respect to Eligible Collateral issued in the United States, the Shareholders Communications Act of 1985 (the “Act”) requires the Custodian to disclose to the issuers of such Eligible Collateral, upon their request, the name, address and securities position of the Custodian’s clients who are “beneficial owners” (as defined in the Act) of the Eligible Collateral issued by such issuers, unless the beneficial owner objects to such
Shareholders Communications Act. With respect to Securities issued in the United States, the Shareholders Communications Act of 1985 (the “Act”) requires the Custodian to disclose to the issuers of such Securities, upon their request, the name, address and securities position of the Custodian’s clients who are “beneficial owners” (as defined in the Act) of the Securities issued by such issuers, unless the beneficial owner objects to such disclosure. The Act defines a “beneficial owner” as any person who has or shares the power to vote a security (pursuant to an agreement or otherwise) or who directs the voting of a security. With respect to Securities issued in any other jurisdiction, the Custodian shall disclose information required by law, regulation, rules of a stock exchange or organisational documents of an issuer of such Securities. The Custodian is also authorised to supply any information regarding the Accounts that is required by any law, regulation or rules now or hereafter in effect. The Trustee agrees to supply the Custodian with any required information if it is not otherwise reasonably available to the Custodian.