Shareholder Resolution: Open Enrollment 2025
The BSNC Board of Directors has unanimously approved placing open enrollment for BSNC descendants on the 2025 shareholder proxy. In August 2025, shareholders will be asked to vote whether to open enrollment to BSNC lineal descendants. If the majority of shareholders vote yes on the resolution, 50 Class C shares of BSNC Settlement Common Stock would then be issued to individuals who enroll, and are:
1. a lineal descendant of an original shareholder of BSNC, including:
a. those individuals who are the natural children of an original shareholder of BSNC, or a lineal descendant of an original shareholder of BSNC, and were adopted before their age of majority by someone who is not an original shareholder of BSNC or a lineal descendant of an original shareholder of BSNC;
b. those individuals who are adopted before their age of majority by an original shareholder of BSNC, or a lineal descendant of an original shareholder of BSNC;
2. a United States citizen; and
3. not a shareholder of another Alaska Native regional corporation, unless they received those shares through gifting or inheritance.
In addition:
The resolution will also include the issuance of new Class D shares of BSNC Settlement Common Stock to “missed enrollees.” Missed enrollees refers to any Native (as that term is defined in the Alaska Native Claims Settlement Act, as amended), who is a citizen of the United States, who is not an original shareholder of another Alaska Native regional corporation (including the 13th Regional Corporation) except by gifting or inheritance, and who was eligible on December 18, 1971 for enrollment in BSNC pursuant to Section 5 of the Alaska Native Claims Settlement Act but did not enroll. Missed enrollees would receive 100 Class D shares upon enrollment.
BSNC currently issues two classes of shares:
Class A shares are held by at-large shareholders and are not associated with a village corporation in the region.
Class B shares are held by shareholders also enrolled with a village corporation in the region.
If shareholders vote to pass the resolution, open enrollment will create two additional classes of shares: Class C and Class D shares.
Class C shares would be issued to descendants born after December 18, 1971 of shareholders upon enrollment.
Class D shares would be issued to missed enrollees upon enrollment.
Shareholder Participation
Shareholders are encouraged to discuss this initiative and its impact with other shareholders and their families. The FAQs below will address many questions you may have. In addition, BSNC will host informational sessions (dates to be announced). If you have additional questions, please feel free to email comms@beringstraits.com. As always, we appreciate your engagement and participation. Quyaana, quyana cakneq, igamsiqanaghhalek, thank you.
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Open Enrollment Resolution FAQs
Why is the BSNC Board having shareholders vote on the resolution?
The Board approved placing the open enrollment resolution for shareholders to vote on to reflect the evolving priorities and values of its shareholders. After a decade of careful evaluation and ongoing discussions, the Board recognizes the growing support for open enrollment among shareholders, as highlighted in a recent survey. By bringing this resolution forward, the Board is honoring its commitment to listening to shareholders and addressing their aspirations for the corporation’s future.
When will shareholders vote on the resolution?
The open enrollment resolution will be included in the 2025 BSNC Proxy Statement. Shareholders will receive their Annual Report packet containing their proxy card in mid-August. Shareholders can then vote online or mail in their proxy. Voting will close at the Annual Meeting in October 2025.
Who is eligible to vote on the resolution?
All shareholders with voting shares as of the record date of August 6, 2025, will be eligible to vote for or against open enrollment.
How many votes are required for this to pass?
Fifty percent plus one of the total issued and outstanding voting shares present or voted by proxy, with a majority of voting shares cast in favor of the resolution.
If approved, when will open enrollment begin?
If approved, open enrollment could begin as early as 2026.
How many shares would newly enrolled shareholder descendants receive?
New descendant enrollees would receive 50 shares upon enrollment.
Why 50 shares?
Since BSNC’s inception, many original shareholders have chosen to gift their shares to descendants or family members, thereby naturally redistributing shares over time. This has allowed families to maintain involvement and connection with the corporation across generations.
Issuing 50 shares to new descendant enrollees is designed to strike a balance between welcoming descendants into BSNC and maintaining the overall structure of shareholder ownership. While new enrollees will receive 50 shares, it’s important to note that the process of gifting shares means that many current original shareholders already hold fewer than the original number of shares issued at the time of ANCSA.
Will anything happen to the current shares I own?
No. Original shares will remain with the current holder of those shares.
Does BSNC know approximately how many descendants are eligible?
BSNC estimates that in the first five years after enrollment begins the number of shareholders will triple. Currently, BSNC has almost 8,300 shareholders.
Does BSNC know approximately how many missed enrollees are eligible?
BSNC estimates less than 30 missed enrollees will be eligible for enrollment.
Will opening enrollment impact my distribution?
While opening enrollment may increase the number of shareholders, its impact on distributions will depend on multiple factors. Shareholder distributions are carefully determined annually by the Board of Directors using a formula that considers BSNC’s revenue and overall financial performance.
Distributions may also be impacted by amount of other shareholder benefits paid, including the Elder distributions, bereavement distributions, scholarships and more. The Board will continue to closely monitor the financial implications of enrollment to determine the best course of action for distributions.
Have other Alaska Native Corporations opened their rolls?
Shareholders of six of the 12 regional corporations have approved open enrollment. BSNC and another regional corporation will place the open enrollment resolution before their shareholders in 2025.
Will there be a blood quantum requirement to enroll and receive descendant shares?
No, there will not be a blood quantum requirement.
Who is eligible for descendant shares?
The direct lineal descendants of original shareholders and missed enrollees upon enrollment, such as children, grandchildren, and so on.
Will Class C (descendant) shares be eligible for gifting?
No. Class C shares will be life-estate, meaning the shares will return to BSNC upon the passing of the shareholder and will not be eligible for gifting.
Are class C shares life-estate?
Yes. Class C shares will be life-estate, meaning the shares will return to BSNC upon the passing of the shareholder and will not be eligible for gifting.
Will Class D (missed enrollee) shares be eligible for gifting?
Yes. Class D shares will be eligible for gifting and will have the same restrictions for gifting as Class B (original) shares.
Will there be an age restriction on new descendant enrollees?
No. All lineal descendants of original shareholders can enroll.
If a lineal descendant was adopted out, will they be eligible for enrollment?
Yes, if they were adopted before the age of majority (18). Lineal descendants who were adopted out will need to provide documentation that shows proof of familial relation.
Are those adopted into shareholder families eligible for enrollment?
Yes, if they were adopted before the age of majority (18).
Will original missed enrollees be allowed to register should open enrollment occur? If so, how many shares will they receive?
Yes. Missed enrollees will receive 100 Class D shares as originally intended upon enrollment.
What is a "Missed Enrollee"?
A “Missed Enrollee” refers to a living individual who:
- Is a Native, as defined by the Alaska Native Claims Settlement Act (ANCSA), and a citizen of the United States.
- Was eligible for enrollment with BSNC on December 18, 1971, under Section 5 of ANCSA but did not enroll with BSNC at that time.
- Is not a shareholder of another Alaska Native regional corporation, except by gifting or inheritance.
If someone has been gifted shares, are they still eligible for open enrollment?
Yes. As long as the individual has not enrolled in another Alaska Native regional corporation.
I have gifted shares to my descendants, can I get them back?
Unfortunately, no. ANCSA law only allows Class A and B shares to only be gifted from a holder to his or her child, grandchild, great-grandchild, niece, nephew, or (if the holder has reached the age of majority) brother or sister.
If passed, will there be an enrollment deadline?
No, the period for enrollment will be continuous.
Will new shares have the same voting rights as existing shares?
Yes.
If open enrollment occurs, will there be additional costs for administration?
If open enrollment occurs, the administration costs for BSNC will increase. There will be more costs associated with administrative records, printed materials, and more.
Definitions
Original Shareholder: An Alaska Native person born by December 18, 1971, who was enrolled in Bering Straits Native Corporation.
Holder of Original Shares: An individual who has been gifted or inherited shares from an Original Shareholder.
Lineal Descendant: the direct descendants of a person, such as children, grandchildren, and so on.
Blood Quantum: In 1971, under the Alaska Native Claims Settlement Act (ANCSA), blood quantum minimums of ¼ Alaska Native heritage were required for an individual to be eligible to enroll in Alaska Native regional and village corporations. An amendment was made to ANCSA in 1992 to remove that blood quantum requirement.
Missed Enrollee: A missed enrollee refers to a living individual who is a Native, as defined by the Alaska Native Claims Settlement Act (ANCSA), and a citizen of the United States; was eligible for enrollment with BSNC on December 18, 1971, under Section 5 of ANCSA but did not enroll with BSNC at that time; and is not a shareholder of another Alaska Native regional corporation, except by gifting or inheritance.
Class A shares: Class A shares are held by at-large shareholders and are not associated with a village corporation in the region.
Class B shares: Class B shares are held by shareholders also enrolled with a village corporation in the region.
Class C shares: Class C shares would be issued to descendants born after December 18,1971 of shareholders upon enrollment.
Class D shares: Class D shares would be issued to missed enrollees.
Life-estate shares: shares that will return to BSNC upon the passing of the shareholder.
