A clause establishing a “carry” mechanism whereby a holder holds shares in the name and for the account of a principal, another shareholder. The holder’s task is to exercise the rights attached to the shares in the interest of the principal, and it is not the holder’s intention to become the owner of the securities.
This shareholding can be set up to avoid deadlock in a company owned by two groups of 50/50 shareholders. Each group can then ask an independent third party to carry a certain number of shares and to use its vote in the event of a tie.
