Understanding Proxy Distribution, Solicitation Mechanics

Law360, New York (December 12, 2013, 2:58 PM EST) -- Under state law, only a stockholder who is listed as a registered holder of a company's stock is entitled to vote. Most stockholders in the United States, however, are beneficial owners and own stock in "street name" — which means that they hold shares through a bank, broker or another third party.

Most banks and brokers in turn hold stock through the Depository Trust Corporation, a securities depository. As a result of this structure, the DTC, rather than banks and brokers or the clients of banks...
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