Voting Trusts & Proxies
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Business Associations · Lesson 14
Voting Trusts & Proxies
這一課問的是：投票信託與委託書之要件與效果為何？
ActorActObjectStandardConsequence
Core Terminology · 7 must-know
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voting trust
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Legal arrangement transferring voting rights to trustee.
投票信託。
proxy
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Authorization to vote on behalf of shareholder.
委託書。
revocable
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Proxies generally revocable absent coupling with interest.
可撤銷。
solicitation
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Federal SEC rules regulate proxy solicitations.
徵集。
written agreement
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Voting trust typically requires written agreement.
書面協議。
Rule Sentence · the workhorse
A voting trust is a written agreement transferring voting rights to a trustee for a specified period; a proxy is an authorization by a shareholder to another to vote her shares, generally revocable unless coupled with an interest.
Mini IRAC · build the Application
Issue. Is a proxy revocable when the shareholder gave it to a creditor as security for a loan?
Rule. A proxy is generally revocable, but a proxy coupled with an interest is irrevocable.
Application (model). The shareholder gave the proxy to a creditor as security for a loan. Because a proxy coupled with an interest — including security interests — is irrevocable, the fact that the proxy was given as security for a loan means it is coupled with an interest.
Pick the right element for each blank:
g1.
g2.
Conclusion. Therefore, the proxy is irrevocable while the loan remains outstanding.
Practice Drill · tap to build the rule
Drop the chips here in correct order:
Tap chips to add → tap chips in the target to remove: