---
title: "Reconcile a deal share schedule with the stock ledger"
url: "https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/reconcile-the-transaction-share-schedule-with-company-records/united-states"
type: "task_jurisdiction_version"
site: "AI Law Framework"
id: "A2-P20260916-3-US"
practice_area: "Mergers & Acquisitions / Private Equity"
tier: "yellow"
lawyer_review: "required"
jurisdictions: ["US"]
last_reviewed: "2026-10-22"
---

# Reconcile a deal share schedule with the stock ledger

> Line up each name and share number on the transaction schedule against the stock ledger and the section 219 list, if one is in the file. Flag a name or number that does not match.…

Canonical page: https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/reconcile-the-transaction-share-schedule-with-company-records/united-states  
Last reviewed: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

| Fact | Value |
| --- | --- |
| Practice area | [Mergers & Acquisitions / Private Equity](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity.md) |
| Human involvement | Yellow: Lawyer and AI draft together |
| How AI is used | Line up each name and share number on the transaction schedule against the stock ledger and the section 219 list, if one is in the file. Flag a name or number that does not match. Do not compute a voting percentage and do not say who may vote. State law governs, and the lawyer confirms the governing state. For example, the Delaware General Corporation Law. Delaware is the most common state of incorporation. |
| What the lawyer must review | Section 219(a) requires a Delaware corporation to prepare, no later than the tenth day before each stockholder meeting, a complete alphabetical list of stockholders entitled to vote, showing the address and the number of shares registered in each name. If the record date is less than 10 days before the meeting, the list reflects the stockholders entitled to vote as of the tenth day before the meeting. Section 219(c) says the stock ledger is the only evidence of who may examine that list or vote in person or by proxy. Section 224 allows the ledger to be kept electronically if it can be converted into legible paper within a reasonable time, can be used to prepare the list in sections 219 and 220, records the information specified in sections 156, 159, 217(a), and 218, and records transfers as Article 8 of subtitle I of Title 6 requires. A limited liability company does not use section 219. State law governs, and the lawyer confirms the governing state. For example, the Delaware General Corporation Law. Delaware is the most common state of incorporation. |
| Written for | United States |
| Applies to | [Reconcile the transaction share schedule with company records](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/reconcile-the-transaction-share-schedule-with-company-records.md) |

## Checking plan

- What the AI does: Line up each name and share number on the transaction schedule against the stock ledger and the section 219 list, if one is in the file. Flag a name or number that does not match. Do not compute a voting percentage and do not say who may vote. State law governs, and the lawyer confirms the governing state. For example, the Delaware General Corporation Law. Delaware is the most common state of incorporation.
- Basis: Checked against the linked sources on 22 October 2026. Confirm the current instrument before reliance.

## Notes

- Do not treat a cap table spreadsheet as the stock ledger.
- The electronic-mail address need not appear on the section 219 list.
- State law governs; confirm the governing state before relying on this.

## Sources

- [Delaware General Corporation Law, Subchapter VII, sections 219 and 224](https://delcode.delaware.gov/title8/c001/sc07/index.html) (checked 2026-10-22)
- [ABA Formal Opinion 512, Generative Artificial Intelligence Tools (29 July 2024)](https://www.americanbar.org/content/dam/aba/administrative/professional_responsibility/ethics-opinions/aba-formal-opinion-512.pdf) (checked 2026-10-22)

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*
