Voting rights: Persons holding stock in fiduciary capacity; persons whose stock is pledged; joint owners of stock.
1. A person holding stock in a fiduciary capacity is entitled to vote the shares so held.
2. A person whose stock is pledged is entitled to vote, unless in the pledge the pledgor has expressly empowered the pledgee to vote the stock, in which case only the pledgee or the proxy of the pledgee may vote the stock.
3. If shares or other securities having voting power stand of record in the names of two or more persons, whether fiduciaries, joint tenants, tenants in common or otherwise, or if two or more persons have the same fiduciary relationship respecting the shares or securities, unless the secretary of the corporation is given written notice to the contrary and is furnished with a copy of the instrument or order appointing them or creating the relationship, their acts with respect to voting have the following effect:
(a) If only one votes, that person’s act binds all;
(b) If more than one votes, the act chosen by a majority of votes binds all; or
(c) If more than one votes, but the vote is evenly split on any particular matter, each faction may vote the shares or securities in question proportionally.
Last modified: February 26, 2006