Shareholder Rights

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What this video covers

  • Why common shareholders get one vote per share, and what they actually vote on (board elections, mergers, charter amendments, stock splits)
  • How statutory (straight) voting forces votes to spread across seats, letting majority shareholders sweep every board seat
  • Why cumulative voting (shares times open seats) is the method that protects minority shareholders by letting them stack votes on one candidate
  • What preemptive (antidilution) rights protect: both voting power AND proportional ownership percentage when new shares are issued
  • Why preemptive rights are NOT automatic, must be in the corporate charter, and typically carry a 10 to 30 day exercise window
  • The full liquidation priority order: secured creditors, unsecured creditors, bondholders, preferred stock, then common stock dead last
  • Why common stockholders often receive nothing in bankruptcy, and why that risk is the tradeoff for unlimited upside

Read the full lesson, free

This video's complete written lesson is free to read in the CertFuel app, no signup wall. The complete Series 66 course also includes adaptive practice questions and spaced-repetition flashcards.

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