Chapter 7 ◼ Stocks and Stock Valuation 187
Vote (Voice in Management)
Standard voting rights: Typically, one vote per share provided to shareholders to vote in board
elections and other key changes to the charter and bylaws. This standard can be altered by
issuing several classes of stock.
Nonvoting stock, which is usually for a temporary period of time, or super voting rights, which
provide the holders with multiple votes per share, increasing their influence and control over
the company.
No Maturity Date: Common stock is considered to have an infinite life since, unlike
bondholders, shareholders do not have a promised future date when they will receive their
investment back.
Dividends and Their Tax Effect: Companies pay cash dividends periodically (usually every
quarter) to their shareholders out of net income. Unlike coupon interest paid on bonds,
dividends cannot be treated as a tax-deductible expense by the company. For the recipient,
however, dividends are considered to be taxable income. More material on dividends and
dividend policy is covered in Chapter 17.
Authorized, Issued, and Outstanding Shares:
Authorized shares is the maximum number of shares that the company may sell, as specified in
the charter.
Issued shares represent the number of shares that has already been sold by the company and
are either currently available for public trading (outstanding shares) or held by the company for
future uses such as rewarding employees (treasury stock).
Preemptive Rights are privileges that allow current shareholders to buy a fixed percentage of
all future issues before they are offered to the general public and are provided to common
shareholders so as to allow them to maintain their proportional ownership in the company.
7.2 Stock Markets (Slides 7-12 to 7-15)
Stocks are traded in two types of markets: the primary or “first sale” market, where the firm first
sells its stock, and the secondary or “after–sale” market, where previously issued shares are
traded among investors themselves.
Primary Markets are markets where companies that want to “go public” are involved in
selling their stock to investors, generally with the assistance and expertise of investment
banking firms.
Initial public offering (IPO) is the first public equity issue of a firm.
Prospectus is a document that provides information regarding the issuing company and the
impending sale of securities to potential buyers.