The content on this page is general in nature and is not legal advice because legal advice, by definition, must be specific to a particular set of facts and circumstances. No person should rely, act, or refrain from acting based upon the content of this blog post.


How to Address Unclaimed Dividends in a Public Company

Scrabble letters spelling out the word law

Understanding the Concept of Unclaimed Dividends

Unclaimed dividends represent a unique challenge for public companies. These are dividends that have been declared by a company but remain uncollected by shareholders. This situation often arises when shareholders fail to update their contact information, leading to difficulties in delivering dividend payments. Additionally, shareholders may simply overlook the receipt of dividends, especially if they own a small number of shares.

Managing unclaimed dividends is not just a matter of internal accounting. There are legal and regulatory implications that companies must be aware of. Various jurisdictions have specific rules regarding the treatment of unclaimed dividends, often requiring companies to report and remit these funds to the state after a certain period. Ignoring these obligations can result in penalties and legal complications.

Identifying the Reasons for Unclaimed Dividends

Several factors contribute to dividends remaining unclaimed. One of the primary reasons is outdated shareholder information. When shareholders move or change their contact details without notifying the company, dividend checks or direct deposits can go astray. Additionally, electronic communication errors, such as incorrect email addresses, can also lead to unclaimed dividends.

Another common cause is the lack of awareness among shareholders about their entitlements. Shareholders, especially those holding small stakes or those who have inherited shares, may not be fully aware of their dividend rights. Furthermore, complicated corporate actions such as mergers, stock splits, or acquisitions can confuse shareholders about their rightful claims, resulting in unclaimed dividends.

Legal Obligations for Handling Unclaimed Dividends

Public companies must adhere to legal obligations when dealing with unclaimed dividends. Most jurisdictions require companies to make reasonable efforts to locate shareholders before remitting unclaimed funds to the state. This process generally involves sending notices and attempting contact through various means. In the United States, for example, companies must comply with escheat laws, which dictate the process and timeframe within which unclaimed dividends must be transferred to the state.

Failure to comply with these regulations can lead to significant penalties. Companies must maintain detailed records of their efforts to contact shareholders and ensure that they follow the prescribed procedures. Consulting with legal counsel or a Certified Public Accountant (CPA) familiar with state-specific escheat laws is advisable to ensure full compliance.

Strategies for Reducing Unclaimed Dividends

Proactively reducing unclaimed dividends is beneficial for both the company and its shareholders. One effective strategy is maintaining an up-to-date shareholder database. Regularly encouraging shareholders to update their contact details can prevent many issues. This can be facilitated through periodic reminders and by providing an easily accessible platform for shareholders to update their information.

Additionally, enhancing shareholder communication can significantly reduce unclaimed dividends. Regular updates via newsletters or dedicated shareholder portals can keep shareholders informed about dividend declarations and other corporate actions. Utilizing multiple communication channels, including email, phone, and traditional mail, ensures that shareholders receive critical information regardless of their preferred method of communication.

Leveraging Technology to Manage Unclaimed Dividends

Technology plays a crucial role in managing and reducing unclaimed dividends. Implementing modern shareholder management systems can streamline the process, ensuring accurate and timely dividend distribution. Such systems can automate notifications and reminders, reducing the likelihood of dividends remaining unclaimed.

Moreover, companies can use data analytics to identify patterns and predict which shareholders might miss claiming their dividends. This proactive approach allows companies to tailor their communication strategies to target at-risk shareholders effectively. Integrating these systems with existing financial and communication platforms can enhance overall efficiency and accuracy.

Understanding the Role of Transfer Agents

Transfer agents play a vital role in managing unclaimed dividends. They are responsible for maintaining shareholder records and handling the distribution of dividends. By partnering with a reliable transfer agent, companies can ensure that they comply with legal requirements and manage shareholder interactions effectively.

Transfer agents often offer services that help identify and locate shareholders with unclaimed dividends. They can conduct outreach campaigns and utilize their resources to update shareholder information. This partnership can significantly reduce the burden on the company and improve the overall shareholder experience.

Compliance with State Reporting and Remittance Requirements

Each state has specific requirements regarding the reporting and remittance of unclaimed dividends. Companies must understand these requirements to ensure compliance. Typically, states require companies to file annual reports detailing the amount of unclaimed dividends and the efforts made to contact the shareholders. After a statutory period, the unclaimed funds must be remitted to the state.

Working with professionals who are knowledgeable about state-specific laws can ease this process. They can assist in preparing the necessary documentation and ensure timely compliance. Additionally, staying informed about any changes in state regulations is crucial for avoiding penalties and maintaining good standing with regulatory authorities.

Educating Shareholders about Dividend Claims

Educating shareholders about their rights and the process for claiming dividends is an essential strategy for reducing unclaimed dividends. Companies can organize informational sessions or webinars to explain the importance of keeping contact information current and the process for claiming dividends.

Providing clear instructions and accessible resources on the company’s website can also empower shareholders to take action. By fostering a culture of transparency and communication, companies can enhance shareholder confidence and reduce the incidence of unclaimed dividends. Encouraging shareholders to regularly review their portfolios and engage with corporate updates will further diminish the risk of unclaimed dividends.

Conclusion

Addressing unclaimed dividends in a public company requires a multifaceted approach that combines legal compliance, effective communication, and strategic use of technology. By understanding the causes and implementing proactive measures, companies can mitigate the risks associated with unclaimed dividends, ensuring regulatory compliance and enhancing shareholder relations.

Next Steps

Please use the button below to to set up a meeting if you wish to disucss this matter. When addressing legal and tax matters, timing is critical; therefore, if you need assistance, it is important that you retain the services of a competent attorney as soon as possible. Should you choose to contact me, we will begin with an introductory conference—via phone—to discuss your situation. Then, should you choose to retain my services, I will prepare and deliver to you for your approval a formal representation agreement. Unless and until I receive the signed representation agreement returned by you, my firm will not have accepted any responsibility for your legal needs and will perform no work on your behalf. Please contact me today to get started.

Book a Meeting
As the expression goes, if you think hiring a professional is expensive, wait until you hire an amateur. Do not make the costly mistake of hiring an offshore, fly-by-night, and possibly illegal online “service” to handle your legal needs. Where will they be when something goes wrong? . . . Hire an experienced attorney and CPA, knowing you are working with a credentialed professional with a brick-and-mortar office.
— Prof. Chad D. Cummings, CPA, Esq. (emphasis added)


Attorney and CPA

/Meet Chad D. Cummings

Picture of attorney wearing suit and tie

I am an attorney and Certified Public Accountant serving clients throughout Florida and Texas.

Previously, I served in operations and finance with the world’s largest accounting firm (PricewaterhouseCoopers), airline (American Airlines), and bank (JPMorgan Chase & Co.). I have also created and advised a variety of start-up ventures.

I am a member of The Florida Bar and the State Bar of Texas, and I hold active CPA licensure in both of those jurisdictions.

I also hold undergraduate (B.B.A.) and graduate (M.S.) degrees in accounting and taxation, respectively, from one of the premier universities in Texas. I earned my Juris Doctor (J.D.) and Master of Laws (LL.M.) degrees from Florida law schools. I also hold a variety of other accounting, tax, and finance credentials which I apply in my law practice for the benefit of my clients.

My practice emphasizes, but is not limited to, the law as it intersects businesses and their owners. Clients appreciate the confluence of my business acumen from my career before law, my technical accounting and financial knowledge, and the legal insights and expertise I wield as an attorney. I live and work in Naples, Florida and represent clients throughout the great states of Florida and Texas.

If I can be of assistance, please click here to set up a meeting.



Read More About Chad