What is Capital Stock?
Capital stock refers to the total amount of shares that a corporation is authorized to issue as stated in its articles of incorporation. These shares represent ownership in the company, giving shareholders a residual claim on corporate assets and earnings. There are two primary types of capital stock: common stock and preferred stock.
Common Stock
Common stockholders possess voting rights that typically allow them to influence corporate decisions during shareholder meetings. They also have the potential to benefit from dividends and capital appreciation. However, in the event of a liquidation, common stockholders are last in line to claim the company’s assets.
Preferred Stock
Preferred stockholders, on the other hand, do not usually have voting rights. However, they come with the advantage of having a higher claim on assets and earnings than common stockholders. They often receive fixed dividends before any payments are made to common stockholders. In the case of liquidation, preferred stockholders are paid off before common stockholders but after debt holders.
Examples:
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TechCorp Inc.: TechCorp has issued 1 million shares of common stock and 200,000 shares of preferred stock. Bailey, who holds common stock, enjoys voting rights and hopes for capital gains. Jordan, who holds preferred stock, receives a fixed quarterly dividend and has a higher claim on assets than common stockholders but does not participate in voting.
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RetailCo Ltd.: RetailCo, a retail-focused company, issued 500,000 shares of common stock for raising capital with the consent of the shareholders. The common stockholders are primarily interested in dividends and the share price appreciation, even though their claim on company assets, in case of liquidation, is lower than that of preferred stockholders.
Frequently Asked Questions (FAQs)
What is the main difference between common stock and preferred stock?
The primary distinction lies in the rights and benefits provided. Common stockholders typically have voting rights and a potential for higher capital gains, while preferred stockholders have preferential treatment in dividends and claims on assets but usually lack voting rights.
Can a company have both common and preferred stock?
Yes, a corporation can issue both types of stock depending on its capital structure and financing strategy. This allows the company to appeal to a broader range of investors.
How is capital stock different from authorized stock?
While ‘capital stock’ refers to the shares that have been issued and are outstanding, ‘authorized stock’ is the maximum number of shares that a company is legally allowed to issue, as specified by its corporate charter.
What rights do common stockholders have?
Common stockholders typically have voting rights, the right to receive dividends, the right to receive information about the corporation, and a residual claim on assets in case of liquidation.
Do preferred shareholders get to vote in corporate decisions?
Whether preferred shareholders have voting rights depends on the terms set by the corporation, though traditionally, preferred shareholders do not have voting rights.
Related Terms
- Authorized Stock: The maximum number of shares a corporation is permitted to issue as per its corporate charter.
- Dividends: A distribution of a portion of a company’s earnings to its shareholders.
- Liquidation: The process of bringing a business to an end and distributing its assets to claimants.
- Shareholders’ Equity: The residual interest in the assets of the enterprise after deducting liabilities.
- Par Value: The face value of a stock, as stated in the corporate charter.
Online References
Suggested Books for Further Studies
- “Principles of Corporate Finance” by Richard A. Brealey, Stewart C. Myers, and Franklin Allen
- “Accounting and Finance for Non-Specialists” by Peter Atrill and Eddie McLaney
- “Corporate Finance: The Core” by Jonathan Berk and Peter DeMarzo
Accounting Basics: “Capital Stock” Fundamentals Quiz
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