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Learn the stock market › How listed companies work › Lesson 6 of 8

What is a shareholder meeting?

Short answerA shareholder meeting is where the owners vote, for example on who sits on the board. You are a shareholder if you own at least one share, and you can vote by proxy, without attending. Votes follow shares, so in a company with two classes, 10% of the shares can carry 53% of the votes.

What a shareholder is

If you own a share, you are a shareholder and own part of the company. You get your part of any dividend and a say in how the company is run. The SEC describes voting as how shareholders elect the directors and make their views known on significant matters.

When it happens

Most US public companies hold their annual meeting between March and June, according to the SEC. The directors are usually on the ballot, chosen by the board, and owners don't have an automatic right to add their own candidates there. There is often a vote on executive pay as well, and that one is advisory.

Voting without attending

Before the meeting, you get a proxy statement that describes what is being decided. A proxy vote lets you cast your votes without being there. If your shares are held at a broker and you give no instructions, the broker can't vote them in the election of directors. So instructions you don't give can mean your shares aren't voted.

Votes follow shares

With two classes, shares can weigh differently. In this made-up company, a Class A share has ten votes and a Class B share one.

ClassSharesOf the capitalOf the votes
A, 10 votes10010%53%
B, 1 vote90090%47%

Whoever owns all the Class A shares has a tenth of the company but more than half of the votes. That is how a small part of the capital can decide in a large company. Each company's own documents say how its votes work and what majority a decision needs.

Test yourself

A company has 100 Class A shares with ten votes each and 900 Class B shares with one vote each. How many votes are there in total?

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