Exercising rights under stock ownership of ward.
1. A guardian of the estate may exercise the ward’s rights which accrue pursuant to the ward’s ownership of common or preferred stock, including, but not limited to, the right to:
(a) Vote for officers or directors;
(b) Approve or disapprove mergers or consolidations;
(c) Exercise stock options;
(d) Appoint proxies;
(e) Consent to dissolutions; and
(f) Exercise all rights which the ward might exercise, if legally qualified, regarding the management of the corporation.
Ê If the stock owned by the ward in a corporation exceeds 20 percent of the total issued and outstanding stock having voting rights, the guardian must have prior approval of the court to consent to any merger, consolidation or dissolution of the corporation or the sale or encumbrance of its assets where the consent of the stockholders is required by law.
2. Whenever the estate of a ward includes corporate stock, the guardian may hold it in the name of a nominee without mention of the guardianship in the stock certificate, if any, or the stock registration books, if:
(a) The guardian’s records and all reports or accounts rendered by the guardian clearly show the ownership of the stock by the ward’s estate and the facts regarding its holding; and
(b) The nominee deposits with the guardian a signed statement showing ownership of the stock by the ward’s estate, endorses any stock certificate in blank and does not have possession of the stock certificate or access to the certificate except under the immediate supervision of the guardian.
3. The guardian is personally liable for any loss to the ward’s estate resulting from any act of the nominee in connection with stock held pursuant to subsection 2.
Last modified: February 25, 2006