Non-voting stock

Non-voting stock is stock that provides the shareholder very little or no vote on corporate matters, such as election of the board of directors or mergers. This type of share is usually implemented for individuals who want to invest in the company’s profitability and success at the expense of voting rights in the direction of the company. Preferred stock typically has nonvoting qualities.

Not all corporations offer voting stock and non-voting stock, nor do all stocks usually have equal voting power. Warren Buffett’s Berkshire Hathaway corporation has two classes of stocks, Class A (Voting stocks -Ticker symbol: BRKA) and Class B (Non-voting stocks - Ticker symbol: BRKB). The Class B stocks carry 1/200th of the voting rights of the Class A, but 1/30th of the dividends.

Takeover

Non-voting stock may also thwart hostile takeover attempts. If the founders of a company maintain all of the voting stock and sell non-voting stock only to the public, takeover attempts are unlikely. They may occur only if the founders are willing to tender an offer by an unfriendly bidder.

There are consequences to not releasing voting rights to common shareholders; these include fewer supplicants for a friendly takeover, displeased shareholders as a result of the corporation’s limited growth potential, and difficulty finding bidders for additional non-voting shares in the market.

See also

• Mergers and acquisitions
• Microeconomics
• Takeover
• Industrial organization
• Voting interest