Suffolk New York Voting Trust Agreement between Oce-van der Grinten, N.Y., Voting Trustees, The Central Trust Company N.A., and ACCESS Corp.
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FAQ
A voting agreement is a contract in which shareholders agree to vote a certain way on specific issues without giving up their shares or voting rights. Voting trusts are formed for many reasons, including preventing hostile takeovers, retaining majority control, and resolving conflicts of interest.
Shareholders can use voting trusts to help resolve conflicts of interest in some functions of the company. Ordinarily, such shareholders would transfer their shares to a trustee who would then vote on their behalf at arms-length to mitigate against conflicts of interest.
While the proxy may be a temporary or one-time arrangement, often created for a specific vote, the voting trust is usually more permanent, intended to give a bloc of voters increased power as a groupor indeed, control of the company, which is not necessarily the case with proxy voting.
issued certificate that evidences stock ownership but reserves voting rights for the trust. Voting trust certificates are exchanged for stock when voting power must be consolidated. Thus, holders of certificates have all the usual rights of stockholders with the exception of voting rights.
For a proxy vote, it is a temporary arrangement for a one-time issue; whereas, for a voting trust, it gives the trustees increased power to make decisions on behalf of all shareholders to control the company, which differs from proxy voting in terms of how much power is allocated.
Definition. A trust formed when individual shareholders transfer both the legal title and voting rights in their shares to a trustee. The trustee then controls a unified voting block - with a stronger voice on matters of corporate governance than the individual shareholders could have on their own.
Under a voting agreement, two or more shareholders transfer their shares to a trustee. The trustee will then vote those shares as a block according to the terms of the agreement or the will of the majority. A voting trust gives shareholders greater voting power than if they voted separately.
A voting trust agreement is a contractual agreement that records the transfer of shares from a shareholder to a trustee. The agreement gives the trustee temporary control of the voting powers of the shareholders.
It is issued to a shareholder and represents the normal rights of any other stockholder, such as receiving quarterly dividends in exchange for their common shares. The only exception, however, is that their right to vote is terminated.