What conditions must a hidden shareholder satisfy to be registered as a shareholder of record?
Three requirements: actual capital contribution + a nominee agreement (a written agreement or other evidence proving the nominal-holding intent) + the consent of more than half of the other shareholders. In practice, this is often achieved by the nominal shareholder ‘transferring’ the equity back to the actual investor, which triggers the other shareholders’ right of first refusal; under the newly revised Company Law, failure to respond within 30 days after written notice is deemed a waiver.
Source article: Who Loses When Nominee Shareholding Goes Wrong? Conditions, Risks, and Self-Help for a Hidden Shareholder’s Registration as a Shareholder of Record | Lawyer Kevin Jun Lin
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