Nominee, not heir, inherits shares

Shibu Thomas | TNN Mumbai TOI 21st April 2010

Mumbai: The nominee of a deceased person, and not the heir, has the right to
shares after the original shareholder’s death, the Bombay high court has
ruled. Dismissing the application of a widow who sought permission to sell
shares belonging to her late husband, Justice Roshan Dalvi held that she had
no right to do so since she was not the nominee. The nominee was her late
husband’s nephew.
   “The Companies Act sets out that the nomination has to be made during the
lifetime of the holder, according to legal procedures. If that procedure is
followed, the nominee will become entitled to all the rights in the shares
to the exclusion of all other persons (following the death of the
shareholder),’’ said the judge. The court said that Harsha Kokate would have
no rights over the shares owned by her deceased husband, Nitin Kokate.
   Harsha and Nitin wed in December 2004, and Nitin passed away in 2007. A
year later, Harsha moved the high court seeking to sell the shares in
Nitin’s demat account with Saraswat Cooperative Bank. It was found that a
year before his death, Nitin had nominated his nephew in respect of the
shares.
   Harsha’s lawyers argued that she was entitled to the shares as she was
the heir and legal representative of her late husband. Her lawyers also
pointed to the nomination provisions relating to insurance papers and to the
shares of a flat in a cooperative housing society. *

‘Nomination includes share ownership rights’

*
Mumbai: In a judgment dismissing the application of Harsha Kokate, a widow
who sought permission to sell shares belonging to her late husband Nitin
Kokate, Justice Roshan Dalvi of the Bombay High Court has ruled that the
nominee, not the heir, has the right to shares after the original
shareholder’s death.
   Harsha’s lawyer argued that under the provisions of the Insurance Act as
well as the Maharashtra Cooperative Societies Act, nomination only makes the
nominee a trustee for the insurances policy, or shares, of the flat.
   It was also argued that the nominee holds the policy/shares in trust for
the estate of the deceased, but has no right over them. “Since Nitin died
intestate (without leaving a will), his widow would be entitled to the
shares to the exclusion of the nominee,’’ claimed Harsha’s advocate.
However, the high court disagreed. “The provisions (relating to insurance
and housing societies) are made merely to give a valid discharge to the
insurance company or the cooperative society without vesting the ownership
rights in the insurance policy or the membership rights in the society upon
such nominee,’’ said the judge, pointing out that the provisions of the
Companies Act and Depositories Act that govern equity shares are different.
   Both these laws say the shares would be vested with the nominee on the
death of the shareholder. “Upon such nomination, therefore, all the rights
incidental to ownership would follow. This would include the right to
transfer the shares, pledge the shares or hold the shares,’’ said the judge.

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