16-10a-1303 - Dissent by nominees and beneficial owners.
16-10a-1303. Dissent by nominees and beneficial owners.
(1) A record shareholder may assert dissenters' rights as to fewer than all the sharesregistered in his name only if the shareholder dissents with respect to all shares beneficiallyowned by any one person and causes the corporation to receive written notice which states thedissent and the name and address of each person on whose behalf dissenters' rights are beingasserted. The rights of a partial dissenter under this subsection are determined as if the shares asto which the shareholder dissents and the other shares held of record by him were registered inthe names of different shareholders.
(2) A beneficial shareholder may assert dissenters' rights as to shares held on his behalfonly if:
(a) the beneficial shareholder causes the corporation to receive the record shareholder'swritten consent to the dissent not later than the time the beneficial shareholder asserts dissenters'rights; and
(b) the beneficial shareholder dissents with respect to all shares of which he is thebeneficial shareholder.
(3) The corporation may require that, when a record shareholder dissents with respect tothe shares held by any one or more beneficial shareholders, each beneficial shareholder shallcertify to the corporation that both he and the record shareholders of all shares ownedbeneficially by him have asserted, or will timely assert, dissenters' rights as to all the sharesunlimited on the ability to exercise dissenters' rights. The certification requirement shall bestated in the dissenters' notice given pursuant to Section 16-10a-1322.
Amended by Chapter 378, 2010 General Session