What Are Voting Shares?
Voting shares are shares that give the stockholder the right to vote on matters of corporate policymaking. In most instances, a company's common stock represents voting shares. Different classes of shares, such as preferred stock, sometimes do not allow for voting rights.
- Voting shares give investors a say in how a company’s corporate policy is made, including the election of the board of directors.
- Voting shares also approve or reject a major corporate action, such as a merger.
- Companies can offer different classes of shares, some with voting rights and others without voting rights.
- Google and Berkshire Hathaway are two notable examples of companies that offer voting and non-voting stock.
How Voting Shares Work
The holders of voting shares have the ability to weigh in on decisions about a company’s future direction. For instance, if a company is considering an acquisition offer by another company or a group of investors, the owners of voting shares would be able to cast their vote on the offer.
Shareholders who own voting shares typically receive regular communications from the company regarding matters that would require a vote for the organization to act. The decision to vote or not vote on such issues does not directly affect their ownership of shares or their value. However, there may be subsequent actions that result from the votes that affect the company's market value.
It is not uncommon for so-called activist investors to encourage the owners of voting shares to cast their votes in favor of an action or decision the activist investor wants the company to pursue.
Hostile bids to acquire a company may see the prospective buyers campaign to the holders of voting shares in the hopes of gathering enough support to effect a new direction at the company. This may include a change of the current board of directors, which would allow for further changes at the organization, such as the removal and replacement of executive officers of the company.
If the board of directors agrees to the sale of the company, the approval process for the deal includes a vote among shareholders who own voting shares. The owners of voting shares could reject an offer if they believe the bid does not meet their valuation of the company.
Types of Voting Shares
Depending on the types of shares issued, shareholders may have varying levels of voting power. For example, a company may reserve a class of shares for the founders, upper management, and early employees of the company that grants each of them several votes for each share they own.
Management might issue additional voting shares that carry just one vote per share. Shares that hold no voting power may also be issued.
Such an arrangement would grant a segment of stakeholders greater individual voting power for the decisions that shape the organization. The different types of voting shares might also have a different market value, particularly if new shares are offered through a stock split.
Example of Voting Shares
Google is one of the most notable companies with multiple classes of shares. There are shares that trade under the ticker symbol GOOGL, which are Class A shares with voting rights, and there is a class of shares trading under the symbol GOOG, which are Class C shares without voting rights. Google also has non-traded Class B shares. These shares are held by company insiders and carry supervoting privileges—each Google Class B share counts as 10 votes.
Warren Buffett’s Berkshire Hathaway also has multiple share classes. The company’s Class A shares trade under the ticker symbol BRK.A and have voting rights. Alternatively, investors can purchase Class B Berkshire shares for a fraction of the cost but with barely any say on how the company is run.