Stock ledger is a record, which follows all stock transactions of a company and contains evidences of every change in stocks. The stock ledger is also called the stock transfer ledger, the corporate stock ledger or even the stock book.
Importance of the stock ledger
This record is only a part of all records, a company is obliged to keep. Each and every transaction that refers to the shares of the business needs to be documented in the stock ledger. That includes for example shares initial place, stock transfers that took place, and also shares which company surrendered or lost. Nowadays stock ledger adopts into two forms, a record stated on the paper or a record maintained online.
The stock ledger is a very important record that enables identification of all shareholders of the company, at any time. It is created by the sum of all stock transactions after they took place. It is an official, business document of all present-day and former shareholders, which accommodates details of the stockholders and of the shares owned by them. All of the above stated pieces of information contained in the stock register are crucial for the company and for the shareholder as well.
Information written in the stock ledger
Every establishment releasing shares is obliged to keep it registered. Below are included pieces of information, that may be contained in stock transaction register:
- Name of the shareholder,
- Mailing address which includes contact number of a shareholder,
- Stock certificate number,
- Number of shares transferred,
- The date of when shares were bought,
- Price paid per share,
- The class of shares,
- Transfer reason.
Updates in the stock ledger
This ledger needs to be kept up to date and also needs to be updated every time when a transaction involving shares takes place. Making a record of transfer as well as purchase of stock should be treated as a fragment of the transaction process. It is possible for the potential investors to have an insight to the stock ledger, therefore it needs to be kept accurate of all current shareholders.
Legal perspective of the company stock ledger
Corporate matters as important as stock ledger needs to be regulated and also inspected by the law. In this case most regulations concerning are stated in Title 8, General Corporation Law of Delaware State, some of them are listed below to show the instances of government regulations:
- "The officer who has charge of the stock ledger of a corporation shall prepare and make, at least ten days before every election of directors, a complete list of the stockholders entitled to vote at said election, arranged in alphabetical order.
- "stock ledger" means 1 or more records administered by or on behalf of the corporation in which the names of all of the corporation's stockholders of record, the address and number of shares registered in the name of each such stockholder, and all issuances and transfers of stock of the corporation are recorded in accordance with § 224 of this title.
- Any stockholder, in person or by attorney or other agent, shall, upon written demand under oath stating the purpose thereof, have the right during the usual hours for business to inspect for any proper purpose, and to make copies and extracts from: The corporation's stock ledger, a list of its stockholders, and its other books and records.
- The Court may summarily order the corporation to permit the stockholder to inspect the corporation's stock ledger, an existing list of stockholders, and its other books and records, and to make copies or extracts therefrom.
- Any director shall have the right to examine the corporation's stock ledger, a list of its stockholders and its other books and records for a purpose reasonably related to the director's position as a director.
- Any records administered by or on behalf of the corporation in the regular course of its business, including its stock ledger, books of account, and minute books, may be kept on, or by means of, or be in the form of, any information storage device, method, or 1 or more electronic networks or databases (including 1 or more distributed electronic networks or databases)."
- Epicor, (2012), p:3, Delaware Code Revisors, (2019), p: 47,
- Holmberg S.R.,(2018), p: 6-10,
- Stock Ledger,Stock Issuance, Transfer Ledge, Allen W.T., Kraakman R., (2016)
- Allen W.T., Kraakman R., (2016), subchaper: 6.6
- Delaware Code Revisors, (2019), p:44-48
- Allen W.T., Kraakman R., (2016), Commentaries and Cases on the Law of Business Organization., "Wolters Kluwer Law & Business", subchapter: 6.6,
- Delaware Code Revisors, (2019),Title 8, Corporations., p: 44-48,
- Epicor, (2012), Merchandising 4.3.3, Stock Ledger, User Guide., Austin, p:2-4,
- Holmberg S.R.,(2018), Who are the shareholders?, "Roosevelt Institute", p: 6-10,
- Stock Ledger , (2019),
- Stock Issuance, Transfer Ledge, (2019),
- Welch E.P., Saunders R.S., Land A.L., Voss J.C., Turezyn A.J.,(2016), Folk on the Delaware General Corporation Law: Fundamentals., "Wolters Kluwer Law & Business", p:735-737.
Author: Artur Bućko