We have always taken care of our own stockholder records, issuing and cancelling stock certificates, etc. We keep electronic records of all transactions but also issue a paper stock certificate and keep a hard copy stock book, making manual entries as needed. We want to move to book-entry securities and stop issuing paper stock certificates. Do we need any type of approval from stockholders or should we simply approve this idea at a board meeting? Do we send out a blanket notice to all existing stockholders telling them their certificate is now just a keepsake that has no real value? Do we keep paper certificates active but just cancel them as they are presented for transfer? We are a small community bank, closely held, and not publicly listed. Any tips you’d like to share? Just looking for some guidance to get this project started before we run out of paper certificates! Thanks.

You need to sit down with your corporate legal counsel. You have State laws and SEC issues to consider.

we issue ours as book-entry, but give the option of receiving paper certificates, shareholder chooses. it has been that way since i've been here; don't know what was done to get to that point, so Randy's advice of legal counsel is the best path to follow.