Also known as: record owners · record title holder
Written by attorneys · grounded in primary & secondary sources — see below
A person or entity listed in public records as holding title to property or shares. Authority to execute deeds or vote corporate stock is generally conferred on the record owner. Execution or action by an unauthorized person may render a deed void or voidable.
Ralph Richardson holds title to a commercial parcel in his name alone. When he signs and delivers a warranty deed to a buyer at closing, the transfer is effective because he is the record owner authorized to convey the property. A subsequent challenge by a third party fails because the deed was executed by the person whose name appears in the public records.
Blasius Industries holds shares of Atlas Corp. stock in street name through a broker. When Atlas solicits consents to expand its board, only the record owner listed on the corporate books may validly submit a consent. The court counts consents solely from record owners and refuses to look behind the records to beneficial owners.
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Cede & Co. is listed as the record owner of shares beneficially held by Cinerama. When Cinerama seeks both appraisal and damages after a merger, the court recognizes Cede as the proper party to pursue the statutory appraisal remedy while Cinerama pursues the equitable claims. The distinction between record and beneficial ownership controls which entity may assert each right.
Only persons authorized to convey the property may execute a deed. Authorized persons include the record owner, an attorney-in-fact under a valid power of attorney, a court-appointed guardian or conservator, a trustee, or a corporate officer with proper authority.
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When the debtor does not have an interest of record in the real property, the financing statement must provide the name of a record owner.
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Only record owners are entitled to vote. The law does not inquire into the subjective intent of beneficial owners and counts votes solely from the persons listed on the corporate records.
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…shares of Technicolor common stock, approximately 4.5% of the total issued and outstanding common stock, and Cede & Company, the record owner of the shares of Technicolor owned beneficially by Cinerama.[^maj-1] Cinerama seeks to proceed to trial on both its appraisal remedy and its equitable claim against the several defendants,…