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<div class="KonaFilter image-container float_right"><div class="image on-image">AP</div></div><keyword id="6354616" type="CITY" weightage="60" keywordseo="Twitter">Twitter</keyword>'s major <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> will only be selling a minority of their stakes in the company, according to Twitter's latest <a href="http://www.sec.gov/Archives/edgar/data/1418091/000119312513409822/d564001ds1a.htm" target="_blank">SEC filing</a>. 
After the offering, the executive officers and directors will collectively own 22.3% of the company, which is only 3.2 percentage points less than their pre-IPO 25.5% share.
The company named its IPO price at between $17 and $20 per share and it plans to sell 70 million shares.
Check out this chart from the SEC filing:
<div class="KonaFilter image-container click-to-enlarge"><div class="image on-image"><a title_source="Twitter SEC" title_caption="" class="zoomin" href="http://static5.businessinsider.com/image/526982fbeab8ea32078ff6a0-960/twitter-39.jpg"></a><a href="http://www.sec.gov/Archives/edgar/data/1418091/000119312513409822/d564001ds1a.htm">Twitter SEC</a></div></div>
See also: <a href="http://www.businessinsider.com/twitter-named-its-ipo-price-2013-10" target="_blank">Twitter Names Its IPO Price</a>

Twitter's Major Shareholders Are Only Selling A Minority Of Their Stakes 

<ul><li><keyword id="6354287" type="General" weightage="20" keywordseo="Bharti-Airtel" source="Orion">Bharti Airtel</keyword>'s board on Sunday approved up to ₹21,000 crore rights issue, according to a <keyword id="525282" type="General" weightage="20" keywordseo="regulatory-filing" source="Orion">regulatory filing</keyword>.</li><li>The Board, which met to consider the company's capital raising plans, cleared rights issue price of ₹535 per fully paid-up equity share, including a premium of ₹530 per equity share.</li><li>The rights entitlement ratio entails 1 equity share for every 14 equity shares held by eligible <keyword id="6376563" type="General" weightage="20" keywordseo="shareholders" source="Orion">shareholders</keyword> as on the record date.</li></ul>Telecom operator Bharti <keyword id="15491" type="General" weightage="20" keywordseo="Airtel" source="Orion">Airtel</keyword>'s board on Sunday approved up to ₹21,000 crore rights issue, according to a regulatory filing. The Board, which met to consider the company's capital raising plans, cleared rights issue price of ₹535 per fully paid-up equity share, including a premium of ₹530 per equity share. In a BSE filing, Airtel said that the "board approved the issuance of equity shares of face value of ₹5 each of the company on rights basis to eligible <keyword id="1125632" type="General" weightage="20" keywordseo="equity-shareholders" source="Orion">equity shareholders</keyword> of the company as on the record date (to be notified later), of an issue size of up to ₹21,000 crores". The rights entitlement ratio entails 1 equity share for every 14 equity shares held by eligible shareholders as on the record date. The terms of payment of issue price, envisage 25 per cent on application and balance in two more additional calls as may be decided by the Board or committee of the Board based on the company's requirements within an overall time-horizon of 36 months, Airtel said. "The promoter and promoter group of the company would collectively subscribe to the full extent of their aggregate rights entitlement," it said adding "they will also subscribe to any unsubscribed shares in the issue". The board has constituted a 'Special Committee of Directors' to decide the other terms and conditions of the issue including issue period and the record date. The Board of Directors at the meeting reviewed the industry scenario, business environment, financial and business strategy of the company and approved the the plan to raise further capital, Airtel said. SEE ALSO: <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/international/news/uae-to-resume-issuing-tourist-visas-to-fully-vaccinated-travellers-from-monday/articleshow/85735979.cms">UAE to resume issuing tourist visas to fully vaccinated travellers from Monday</a> <a target="_blank" class="c-link c-message_attachment__title_link" href="https://www.businessinsider.in/enterprise/enterprise-software/news/freshworks-files-for-an-ipo-in-the-us-looks-to-raise-100-million/articleshow/85707900.cms">Freshworks files for an IPO in the US, looks to raise $100 million</a>

Airtel’s board approves raising funds of up to ₹21,000 crore

Four of HP's board members, including chairman Ray Lane, met with about 20 of its biggest investors yesterday in the hopes of calming an investor revolt, <a href="http://online.wsj.com/article/SB10001424127887323699704578324210031526082.html">the Wall Street Journal reports</a>.
The meeting seemed to be spurred, at least in part, by a campaign lead by activist shareholder Richard Clayton, research director of CtW Investment Group, which advises union pension funds. He wants HP's <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> to take action against the board, possibly replacing chairman Ray Lane and one or two other directors at the company's annual shareholder's meeting next month.
Clayton is concerned that auditor Ernst &amp; Young may have a conflict of interest because of the non-audit fees it earns from HP. He's also concerned about the $16.8 billion in write-offs HP has taken on its two largest acquisitions, EDS and Autonomy, and HP's accusations that Autonomy cooked its books.
He's not alone. <a href="http://www.businessinsider.com/hp-and-its-execs-have-been-slammed-with-10-lawsuits-over-the-autonomy-debacle-2012-12">HP is already facing 10 shareholder lawsuits</a>.
While it's not unusual for board members to meet with big shareholders, four of them attending a meeting of this size indicates that HP is taking its investors' concerns to heart.
But HP isn't worried about an ouster. A spokesperson told us:
“We had a productive meeting and appreciate the opportunity to answer questions for our investors. We feel we have the right board in place to turn HP around.”
Here's the letter that CtW Investment Group sent to the board that got the board's attention.
<p style="margin: 12px auto 6px auto; font-family: Helvetica,Arial,Sans-serif; font-style: normal; font-variant: normal; font-weight: normal; font-size: 14px; line-height: normal; font-size-adjust: none; font-stretch: normal; -x-system-font: none; display: block;"><a href="http://www.scribd.com/doc/127392117/Letter-from-CtW-to-HP-Board" title="View Letter from CtW to HP Board on Scribd">Letter from CtW to HP Board</a> by <a href="undefined" title="View 's profile on Scribd"></a>

Here's The Letter That Has HP's Board Back On The Hot Seat

<div class="image-container float_right" style="width:400px"><div class="image"></div><a href="http://www.businessinsider.com/cms/posts/edit?id=50abddf3eab8eab77c000009">http://www.businessinsider.com/cms/posts/edit?id=50abddf3eab8eab77c000009</a>HP CEO Meg Whitman</div>Some of HP's investors are deeply disturbed by the company's "ill-advised acquisitions" and want to fire at least two board members at the company's annual meeting later this month, according to <a href="http://www.sec.gov/Archives/edgar/data/47217/000121465913001312/a38131px14a6g.htm">documents filed</a> with the SEC.
After markets closed on Friday, New York City Comptroller John Liu announced that the New York City Pension Funds will vote against the reelection of two of HP's directors: John Hammergren and G. Kennedy Thompson. The pension fund owns 5.5 million shares of HP, a stake of less than 0.3 percent, <a href="http://news.yahoo.com/nyc-pension-funds-seeking-ouster-2-hp-directors-212136320--finance.html">reports the AP's Michael Liedtke</a>.
Last month, four of HP's board members, including chairman Ray Lane, <a href="http://www.businessinsider.com/this-letter-has-hps-board-on-hot-seat-2013-2">met with about 20 of its biggest investors</a> in the hopes of calming an investor revolt. The meeting was spurred, at least in part, by a campaign lead by activist shareholder Richard Clayton, research director of CtW Investment Group, which advises union pension funds. He wants HP's <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> to vote out Ray Lane and one or two other directors.
It's common for activist shareholders to file proposals. It's uncommon for those proposals to gain much traction unless the company's board approves of them.
In this case, HP has recommended all of its board members be retained. <a href="http://www.businessinsider.com/this-letter-has-hps-board-on-hot-seat-2013-2">An HP spokesperson previously told Business Insider,</a> "We feel we have the right board in place to turn HP around.”
Obviously, the pension fund's vote won't be enough to fire Hammergren and Thompson, but it could embolden other angry shareholders to follow its lead.
Here's the full text of Liu's letter:
NYC COMPTROLLER JOHN C. LIU, PENSION FUNDS
TO VOTE AGAINST <keyword id="6528042" type="CITY" weightage="60" keywordseo="Hewlett-Packard">HEWLETT-PACKARD</keyword> DIRECTORS
Board Members Failed to Safeguard Investors from Company’s Costly Missteps
******************************************
NEW YORK, N.Y. — City Comptroller John C. Liu today announced that the New York City Pension Funds will vote against two Hewlett-Packard (NYSE: HPQ) directors because of their failure to protect investors from costly, misguided acquisitions. The vote will take place at the company’s annual shareowner meeting on March 20, 2013.
The directors, John H. Hammergren and G. Kennedy Thompson, are members of the board’s Finance and Investment Committee, which bears primary responsibility for oversight failures that led to HP’s disastrous 2011 acquisition of Autonomy Plc. As the two longest-serving directors, they also bear responsibility for approving HP’s ill-advised acquisitions of EDS and Palm, and for the board’s hasty decision to hire Leo Apotheker, whose short-lived tenure as CEO ended shortly after the Autonomy acquisition that he engineered.
“The Autonomy debacle is the latest and most expensive in a series of ill-advised acquisitions and boardroom fiascos that have destroyed tens of billions of dollars in shareowner value,” Comptroller Liu said. “While the board now appears to be taking steps to improve oversight, it will be unable to restore investor confidence without swiftly replacing these two directors.”
HP, which paid $11 billion for Autonomy in 2011, wrote off $8.8 billion of its investment in 2012. HP has attributed $5 billion of the write-off to improper accounting at Autonomy that inflated its pre-acquisition revenues and earnings. HP took additional impairment charges of $9 billion in 2012 in connection with EDS and nearly $1 billion in 2011 that related to Palm.
In approving the Autonomy acquisition, the board and its Finance and Investment Committee ignored the opposition of the company’s own CFO, who believed it cost too much. The Committee also failed to challenge management’s decision to have those responsible for the acquisition’s due diligence report to the strategy group, rather than to the CFO, as is considered best practice. The board also reportedly assumed more revenue growth as a result of the combination than it normally assumes in acquisitions.
HP’s shares are down 61 percent from their 2010 peak. The company, whose performance is in the bottom quartile of its peers over the past three and five years, was among the worst performers of the S&amp;P 500 in 2012.

New York Pension Fund Wants To Oust Two Hewlett-Packard Directors

<div class="image-container float_right" style="width:400px"><div class="image"></div>Steve Snodgrass via <a href="http://www.flickr.com/photos/stevensnodgrass/2803040449/">www.flickr.com</a> creative commons</div>COMPANIES are the building blocks of the modern world. America has some 6m of them employing 120m people and controlling $30 trillion-worth of assets. Emerging markets are catching up: the number of Chinese companies increased by 80% in 2004-08. Globally 3m new firms are registered each year.
But are companies so good for the world? Enron and <keyword id="50209" type="CITY" weightage="60" keywordseo="Lehman-Brothers">Lehman Brothers</keyword> were not. Corporate debacles have scorched the global economy: the IMF calculates that the financial crisis produced total bank losses of $2 trillion. They have also led to a collapse of trust in business: a recent survey of trust in the professions found that businessmen and bankers came last, along with politicians.
Why have so many prominent companies gone up in flames? In a new book, "Firm Commitment", Colin Mayer, of Oxford University's Saïd Business School, takes a familiar argument--that <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> have too much power--and gives it new life. The idea that the main function of companies is to boost shareholder value rests on a misunderstanding of the nature of the firm, he says. Companies are not owned by shareholders in the way that ordinary goods are owned. They are artificial persons with a distinct legal identity. Companies are not just devices for lowering transaction costs or bundling contracts together. They are devices for getting groups of people--workers and managers as well as investors--to commit themselves to long-term goals.
The doctrine of shareholder primacy is particularly dangerous when combined with dispersed ownership, he believes. Dispersed ownership (which often occurs when founding families sell shares to finance growth) leads to a separation between ownership and control. Managers exploit this separation to feather their own nests. Owners respond by relying on two devices--shareholder activism or the market for corporate control.
Mr Mayer concedes that dispersed shareholding produces benefits. It provides companies with liquidity, extends the role of professional managers and limits the ability of founding families to mess things up. But he worries that the costs are also mounting. The risk of a hostile takeover often reduces a company's incentive to invest for the long-term. The temptation to trade firms rather than build them can hollow out even great institutions: witness the demise of Britain's once-mighty General Electric Company (GEC). The ease with which traders can buy and sell shares means the fate of companies can be determined by people with no stake in their long-term success. Roger Carr, the chairman of <keyword id="6399124" type="CITY" weightage="60" keywordseo="Cadbury">Cadbury</keyword>, a British food firm bought by Kraft after a bloody takeover battle, noted that "individuals controlling shares which they had owned for only a few days or weeks determined the destiny of a company that had been built over almost 200 years."
Can anything be done to limit the damage done by such predatory behaviour? Mr Mayer thinks corporate social responsibility (CSR) is just hot air unless it changes the financial incentives of people who run companies. He worries that government regulation, at best, treats diverse organisations as if they are the same and, at worst, does more harm than good: the Bubble Act of 1720, introduced after the collapse of the South Sea Company, delayed the development of the joint-stock company by over a century.
He is more sympathetic to a third option--building long-termism into companies' DNA. Many continental companies such as Germany's ThyssenKrupp and Bosch are owned or partly owned by foundations that are obliged to take a long view. Germany saw only three hostile takeovers between 1945 and 2000. For all the talk of the "Anglo-Saxon model", America is less wedded to shareholder power than Britain. American managers can call upon devices (such as "poison pills" and "staggered boards") that make it harder for raiders to take them over. Tech firms often issue two classes of share (voting and non-voting) so that founders can remain in charge. Google crowed that this would "make it harder for outside parties to take over or influence Google".
Mr Mayer wants to go further and create a new class of companies--trust companies. These would be overseen by a board of trustees who would be charged with balancing the interests of various stakeholders and ensuring that the companies lived up to their corporate values. They would also have recourse to different classes of shares with different degrees of power. Voting rights might be linked not just to how many shares you own but also to how long you have held them.
<h3>The companies we keep</h3>
Mr Mayer's proposed cure is less persuasive than his diagnosis. Trust companies can behave as badly as shareholder-controlled ones. ThyssenKrupp, for example, was recently fined EUR103m ($127.5m) by Germany's cartel office for its role in fixing the prices of rail tracks. Mr Mayer praises the Tata Group, which is run by a trust. Fair enough, but Tata had decades to build up its war chest behind India's old trade barriers. He points out that great founders like Mayer Lehman (of Lehman Brothers) infused their firms with values that also helped them grow. Boards of trustees, being committees, are more likely to produce CSR waffle.
Mr Mayer saves his argument by linking it to a wider plea for corporate pluralism. He argues that different sorts of companies are good at different things. Anglo-Saxon firms are good at making tough decisions. Continental ones are good at making long-term investments. Partnerships are good at creating loyal workforces. Policymakers often assume that one corporate form is best, and discourage others. It would be better if they fostered variety, since diverse ecosystems are much more robust.
Click <a href="http://www.economist.com/products/subscribe/CUR22/noreg">here</a> to subscribe to <keyword id="425741" type="UNKNOWN" weightage="60" keywordseo="The-Economist">The Economist</keyword>

Shareholders Gone Wild Are Destroying The Economy

<ul class="summary-list"><li>Shareholders are urging <keyword id="11893181" type="UNKNOWN" weightage="60" keywordseo="amazon" source="Orion">Amazon</keyword> to audit its safety and <keyword id="6354565" type="UNKNOWN" weightage="60" keywordseo="surveillance" source="Orion">surveillance</keyword> practices, The Verge reported.</li><li>Their resolution says "a review is needed of the practices that have made the company a leader in workplace injuries."</li></ul><keyword id="12766187" type="UNKNOWN" weightage="60" keywordseo="amazon-shareholders" source="Orion">Amazon shareholders</keyword> are reportedly calling for an audit of the company's workplace practices after <a href="https://www.businessinsider.com/amazon-warehouse-in-illinois-collapses-100-workers-mass-casualty-incident-2021-12">six workers were killed when their warehouse collapsed during a tornado.</a>Domini Impact Investments filed the resolution, which asks Amazon's board of directors to commission an independent audit on the company's productivity quotas and surveillance practices and how each affects rates of injury and turnover, <a href="https://www.theverge.com/2021/12/17/22832447/amazon-shareholders-independent-audit-company-worker-treatment">The Verge</a> reported."As Amazon strives to be 'the Earth's Safest Place to Work,' a review is needed of the practices that have made the company a leader in workplace injuries and a target for criticism and regulation," the resolution says, according to The Verge. "With surveillance and productivity quotas linked to high injury rates, we urge Amazon to commission an independent audit of these practices."Mary Beth Gallagher, Domini Impact Investments' director of engagement, told The Verge the firm wants the audit to highlight "the way in which employee productivity metrics and surveillance contribute to a less safe and stable work environment" and to "produce corporate policy changes that make workplaces safer for associates and cement Amazon as the industry leader in health and safety it states it wants to be."There will be a vote on the resolution at the company's annual shareholder meeting in May if Amazon doesn't challenge it.Amazon and Domini Impact Investments did not respond to Insider's requests for comment.Amazon has come under fire lately after its warehouse in Edwardsville, Illinois, collapsed when a tornado hit, killing six workers. Workers there told Insider's Bethany Dawson they <a href="https://www.businessinsider.com/amazon-employees-in-collapsing-warehouse-told-to-shelter-in-bathrooms-2021-12">were told to shelter in a break room or bathroom.</a> Amazon told the BBC that most of the workers who died <a href="https://www.businessinsider.com/amazon-said-tornado-dead-didnt-shelter-designated-place-2021-12">weren't sheltering in the "designated location."</a>In the wake of the mass casualty incident, a dozen Amazon workers told The Intercept <a href="https://www.businessinsider.com/some-amazon-workers-say-never-got-disaster-training-report-2021-12">they had little to no disaster training.</a> Other workers told Bloomberg <a href="https://www.businessinsider.com/amazon-workers-speak-out-against-phone-ban-tornado-warehouse-deaths-2021-12">they worried about Amazon's ban on phones on the warehouse floor</a> since it might keep them from calling loved ones or medical professionals in such an emergency.An Amazon driver whose base is also in Edwardsville said her supervisor told her <a href="https://www.businessinsider.com/amazon-driver-illinois-tornado-keep-delivering-lose-job-return-warehouse-2021-12">she'd be fired if she stopped delivering packages during the tornado warnings,</a> according to Bloomberg.The Occupational Safety and Health Administration said this week <a href="https://www.businessinsider.com/amazon-warehouse-collapse-deaths-illinois-osha-investigation-2021-12">it is investigating the warehouse collapse</a>.

Amazon shareholders are reportedly urging the company to audit its safety and surveillance practices after 6 workers died when their warehouse collapsed in a tornado

<ul class="summary-list"><li>A <keyword id="11910419" type="UNKNOWN" weightage="60" keywordseo="shareholder" source="Orion">shareholder</keyword> is an individual or entity that holds shares or <keyword id="11893878" type="UNKNOWN" weightage="60" keywordseo="stocks" source="Orion">stocks</keyword> in a company.</li><li>Owning shares or stocks of a company entitles investors to partial ownership of a specific company.</li><li>Shareholders may receive dividends and have limited liability if the company is in hot water.</li></ul>When you invest in public companies, you purchase shares of the company's <a href="https://www.businessinsider.com/what-is-stock" target="_blank" rel="noopener">stock</a>. Each share of stock you own reflects a small portion of ownership of the company, making you a shareholder. <h2>What is a shareholder? </h2>A shareholder can be an individual or entity - such as a company or organization - that owns stocks in a particular company. If you invest in the stock market, you're already considered a shareholder, or what is also referred to as a stockholder. Shareholders, as part owners of a company, also have the right to vote in some cases regarding matters of the company and can receive <a href="https://www.businessinsider.com/what-is-a-dividend" target="_blank" rel="noopener">dividend payouts</a> when the company is doing well financially. "A shareholder is one who owns a share of stock in the company. As long as he or she has that ownership, the shareholder has certain rights and obligations afforded to him or her by law through the corporation's articles of incorporation and bylaws," explains Jenna Lofton, who has an MBA in <keyword id="11895316" type="UNKNOWN" weightage="100" keywordseo="finance" source="Orion">Finance</keyword> and is the founder of <a href="https://stockhitter.com/" target="_blank" rel="noopener">StockHitter.com</a>. "The rights of a shareholder are many, and include the right to attend shareholders' meetings and vote in proxy elections. A shareholder also has the right to see corporate records, inspect the corporation's premises, receive notice of stockholder meetings, and be paid dividends."<h2>Understanding how shareholders work </h2>Shareholders work by providing money upfront to companies as part of their investment. You can become a shareholder by investing in a publicly traded company. In exchange for providing capital, shareholders are offered certain rights to vote and make decisions about the company. While it's possible to invest in private companies to become a shareholder, that process is different as it involves working directly with the company, rather than through the stock market. A company may already be public and traded on the stock market, or a company may go from private to public with an <a href="https://www.businessinsider.com/what-is-ipo" target="_blank" rel="noopener">initial public offering</a> (IPO). To get started, individuals can invest in company stock through their <a href="https://www.businessinsider.com/what-is-a-brokerage-account" target="_blank" rel="noopener">brokerage account</a> and a brokerage firm by using the company's ticker symbol, which you can find using a <a href="https://www.businessinsider.com/stock-screener" target="_blank" rel="noopener">search tool</a>. Companies must file reports with the <a href="https://www.businessinsider.com/securities-and-exchange-commission" target="_blank" rel="noopener">Securities and Exchange Commission</a> (SEC) to keep shareholders updated on certain matters. For example, annual reports and quarterly reports are filed to share financial information and updates with shareholders. There may also be additional disclosures about mergers or other important events that affect a company as well as proxy statements. Proxy statements share information about the company as part of the shareholder voting process. You can review many of these documents on the <a href="https://www.sec.gov/edgar/search-and-access" target="_blank" rel="noopener">SEC's EDGAR website.</a>"One of the most important rights of the shareholders is their voting power as it allows them to influence management composition. Shareholders elect the board of directors who manage the company and appoint the company CEO, explains David Clark, lawyer and partner at <a href="https://theclarklawoffice.com/" target="_blank" rel="noopener">The Clark Law office</a>. "Their ownership of the company is also protected by law by giving them preemptive rights or the right to purchase company shares before these are offered to the public." Shareholders have residual rights, which means they're entitled to a portion of a company's profit, even if the company goes under. <a href="https://www.sec.gov/Archives/edgar/data/1156375/000119312506163790/dex102.htm" target="_blank" rel="noopener">The SEC states</a> that residual profits must be distributed to shareholders proportionally, based on their percentage of ownership through shares. "Shareholders do not actually manage the corporation. However, the law gives them the responsibility of making sure that the company is well-managed through their voting powers, power to declare dividends, and approval of the company's financial statements," says Clark. "In case of insolvency, they have the responsibility to pass a resolution for voluntary liquidation to wind up the company's operations." <h3>Shareholder rights </h3>Shareholders of a company are entitled to certain rights as well.Economic rights. Shareholders invest in companies to get returns on their investment through economic gains. Shareholders are entitled to profits of a company that they invest in through dividend payments or being able to sell stock at will. Additionally, if a company goes under, shareholders are entitled to net proceeds of the company after it's dissolved according to <a href="https://delcode.delaware.gov/title8/c001/sc10/index.html#281" target="_blank" rel="noopener">Delaware Code § 281(a)</a>. Control rights. Shareholders have the right to vote on matters that relate to the business, including electing directors, which offers some control and influence without actually managing the business itself. Shareholders will also typically receive proxy statements via email from their broker. If a shareholder doesn't vote, brokers still may be able to vote on their behalf by something called uninstructed voting - but only on routine matters. But in light of new legislation passed in 2010 through the Dodd-Frank Wall Street Reform and Consumer Protection Act, limits were placed on this type of voting requiring the <a href="https://www.businessinsider.com/new-york-stock-exchange" target="_blank" rel="noopener">New York Stock Exchange</a> (NYSE) and <a href="https://www.businessinsider.com/what-is-nasdaq" target="_blank" rel="noopener">Nasdaq</a> to prohibit voting executive compensation as well as electing board members. Information rights. Shareholders are entitled to some information about the company you invest in when you're a shareholder. For example, you may be entitled to financial statements. Investors may also receive information on board meeting minutes and inspect articles of incorporation if requested in writing with five day's advance notice. It's possible to review a list of shareholders as well as basic documents such as the charter and bylaws. To receive additional information when it comes to inspecting articles of incorporation or the books, investors must show that their request is legitimate and with a purpose. Litigation rights. Shareholders have the right to sue the corporation if there are wrongdoings from its directors that aren't in line with their fiduciary duty. Though investors can't sue for just any reason, if there are violations it's possible to sue with a direct lawsuit or a derivative lawsuit. "The Corporation Law grants common shareholders the right of ownership, power to vote, right to dividends, right to transfer ownership, right to sue, and right to inspect documents of the corporation," explains Clark. "Preferred shareholders have priority rights when it comes to the distribution of profits as against the common shareholders, so they are entitled to fixed dividend rates. However, they do not enjoy the right to vote over executive decisions."<table style="border-collapse: collapse; width: 100%;" border="1"><tbody><tr><td style="width: 50%;">Pros</td><td style="width: 50%;">Cons</td></tr><tr><td style="width: 50%;"><ul><li>Can benefit from gains, or capital appreciation </li><li>May receive dividends </li><li>Shareholders may have voting rights on important matters </li><li>Has limited liability</li></ul></td><td style="width: 50%;"><ul><li>There can be losses at any time </li><li>Not all companies pay dividends</li><li>If company goes bankrupt, you may receive nothing </li><li>Shareholders have limited rights</li></ul></td></tr></tbody></table>Quick tip: If voting is important to you as a shareholder, you may be able to attend a meeting in-person. You can also vote online, by phone, or mail. Watch out for notices from your broker about proxy statements. <h2>Types of shareholders </h2>When you invest in a stock, you become a shareholder or stockholder - the terms refer to the same thing, which is owning a portion of the company through shares of stock. The two basic types of shareholders are:1. Common shareholders. This type of shareholder owns part of a company through common stock and has voting rights as well as potential dividend payments. 2. Preferred shareholders. This type of shareholder doesn't have the same voting rights and is more rare. A major difference is that they have priority over dividend payments over common shareholders.Note: There are also majority and minority shareholders. A shareholder who owns and controls more than 50% of a company's shares is a majority shareholder, while those who hold less than 50% are classified as minority shareholders. <h2>Shareholders vs. bondholders vs. stakeholders</h2>There are some differences between shareholders, bondholders, and stakeholders to be aware of. <ul><li>Shareholders own a portion of a company by investing in their stocks and are sometimes referred to as a stockholder - because you hold stock. </li><li>Bondholders can buy corporate bonds to lend money to a company and in return get interest on the investment. As the bond matures, you'll be repaid your principal investment. Unlike a shareholder, you don't own a portion of the company and are only eligible to receive interest on the bond as well as your principal. </li><li>Stakeholders is a term that refers to a larger group of people that have an interest in a company's outcomes. Stakeholders can include employees, shareholders, customers, and more. Stakeholders can mean anyone who has a stake in the company, which is different from a shareholder who specifically owns shares of the company.</li></ul><table style="border-collapse: collapse; width: 100%;" border="1"><tbody><tr><td style="width: 33.3333%;">Shareholders</td><td style="width: 33.3333%;">Bondholders</td><td style="width: 33.3333%;">Stakeholders</td></tr><tr><td style="width: 33.3333%;"><ul><li>Own shares of a company in the form of stock</li><li>May pay out dividends</li></ul></td><td style="width: 33.3333%;"><ul><li>Owns bonds that lend money to companies</li><li>Pays out interest and principal</li></ul></td><td style="width: 33.3333%;"><ul><li>Can refer to anyone who has a stake in the company </li><li>Stakeholders can also be shareholders as well as employees and customers</li></ul></td></tr></tbody></table>Quick tip: Whether you invest in stocks or bonds or both, make sure you understand the pros and cons of each and how your risk tolerance plays into how much you're willing to invest in each. <h2>The financial takeaway</h2>As a shareholder, it's possible to own shares - or portions of ownership - of a public company. You can become a shareholder or might be one already if you invest in the stock market. As with anything in the stock market, there is the potential for great reward but also great risk that can come with losses. You may have certain rights that you can take advantage of as well, such as voting, and potentially have access to dividend payments. To help you manage as a shareholder, it's always a good idea to <a href="https://www.sec.gov/edgar/search-and-access" target="_blank" rel="noopener">check out reports from the SEC </a>to see how a company is doing so that you can be an informed investor.<a data-type="610d8fc9bd6912250a75ef54">What are fractional shares and how do they work?</a><a data-type="6116d5f02311692e8e7c1fc3">How to invest using dollar-cost averaging</a><a data-type="6100398609e0357154205dea">What is the Securities and Exchange Commission?</a><a data-type="61087c610d5b7569da04f30b">Floating stock: Why it's important for investors to know a company's float</a>

What is a shareholder? Understanding the rights that come with owning stock of a company

<ul class="summary-list"><li><keyword id="11893181" type="UNKNOWN" weightage="60" keywordseo="amazon" source="Orion">Amazon</keyword> shareholders agreed to <keyword id="11936944" type="UNKNOWN" weightage="60" keywordseo="andy-jassy" source="Orion">Andy Jassy</keyword>'s $214 million package but rejected all 15 investor-led proposals.</li><li>The record number of 15 proposals is a sign that investors want Amazon to do more for society.</li></ul>Amazon shareholders have agreed to CEO Andy Jassy's $214 million package but rejected all 15 investor-led proposals that demanded the company do more to address issues such as workplace safety. Shareholders <a href="https://www.reuters.com/business/sustainable-business/amazoncom-faces-record-challenges-shareholder-meeting-2022-05-25/#:~:text=LONDON%2FBOSTON%2C%20May%2025%20(,scrutinize%20its%20treatment%20of%20workers.">voted</a> on the non-binding proposals at the annual shareholder meeting on Wednesday, according to <a href="https://www.reuters.com/business/sustainable-business/amazoncom-faces-record-challenges-shareholder-meeting-2022-05-25/#:~:text=LONDON%2FBOSTON%2C%20May%2025%20(,scrutinize%20its%20treatment%20of%20workers.">Reuters.</a>The meeting was Jassy's first time attending as Amazon's CEO. When he took over the role from founder <keyword id="11908741" type="UNKNOWN" weightage="60" keywordseo="jeff-bezos" source="Orion">Jeff Bezos</keyword> in July, Jassy was <a href="https://www.businessinsider.com/amazon-ceo-andy-jassy-earned-212m-total-compensation-2021-2022-4">offered</a> a $214 million compensation package.The bulk of Jassy's pay package is made up of 61,000 shares, worth about $212 million, that vest over 10 years. His salary accounts for $175,000 of his package, according to a <a href="https://www.sec.gov/Archives/edgar/data/1018724/000110465922045572/tm223357-5_def14a.htm">proxy statement</a> Amazon filed with the Securities and Exchange Commission in April."The way the SEC rules work we are required to report that grant as total compensation for 2021, when in reality it will vest over the next 10 years," an Amazon spokesperson previously told Insider.In the weeks leading up to the meeting, several advisory firms urged shareholders to veto Jassy's pay package. "The value of the new CEO's $214 million award is excessive in the context of an internal promotion," advisory firm Institutional Shareholder Services (ISS) <a href="https://www.businessinsider.com/amazon-ceo-andy-jassy-salary-excessive-report-vote-down-2022-5">told</a> clients earlier this month. ISS gives suggestions to shareholders of various companies on how they should vote.Investors are increasingly asking tech companies to do more for the environment and society, and shareholder meetings are a way for them to propose changes they would like to see. However, companies are pushing back against those concerns.On June 1, Google's parent Alphabet is expected to ask shareholders to vote against all 17 proposals that touch on racial equity, environmental sustainability, and data privacy concerns, the company's proxy statement <a href="https://abc.xyz/investor/static/pdf/2022_alphabet_proxy_statement.pdf?cache=348b7f1">shows</a>.Amazon's board had urged shareholders to reject all 15 proposals — a record for Amazon, per Reuters — in the lead-up to Wednesday's meeting. The proposals touched on issues including workplace safety, Amazon's commitment to the environment, and racial and gender pay gaps, the proxy statement shows.Amazon's shareholders tend to vote with what the board recommends, <a href="https://www.ft.com/content/12cbf9db-cfff-4593-82e0-4191436f3c2a">per</a> the Financial Times. Bezos is the company's largest individual shareholder with 12.7% of the overall vote, the proxy statement shows.Even though Wednesday's votes were non-binding, the amount of backing they received could prompt Amazon to consider adopting them, per Reuters. Amazon is expected to release an overall tally of the votes in the coming days.

Amazon shareholders agree to CEO Andy Jassy's $214 million package and reject workplace safety proposals at shareholder meeting

Activist investors Starboard Value - the people who took on AOL and Olive Garden's parent-company - have issued a new letter to Yahoo CEO Marissa Mayer.
It the letter, Starboard's Jeff Smith asks Mayer to avoid making any kind of big aquisitions.
He mentions Business Insider's report that Yahoo has, in the past, had some interest in acquiring <a href="http://www.businessinsider.com/marissa-mayer-has-surprising-interest-in-buying-a-cable-channel-yahoo-sources-say-2015-1">cable networks</a>.
More details to come in live updates to this post.
For now, here's the letter:
Marissa A. Mayer, President and CEO&#xa0;
Yahoo! Inc. 701 First Avenue Sunnyvale, California 94089
cc: Board of Directors
Dear Marissa,
We appreciate the constructive and on-going dialogue we have had with you, your management team and certain members of the Board of Directors (the "Board") regarding the extremely compelling opportunities to create value at Yahoo! Inc. ("Yahoo" or the "Company"). However, we have recently become increasingly concerned due to the growing number of media reports indicating Yahoo's interest in doing large-scale acquisitions. The latest reports speculate that Yahoo may be considering an acquisition of cable assets including Scripps Networks Interactive and Time Warner's CNN. Our concerns that these media reports may have some truth are exacerbated as it has now been more than sixty days since the IPO of Alibaba, and Yahoo is now free to disclose its intentions with regard to its shares of Alibaba. However, to date, no announcement has been made regarding Yahoo's plans for a tax-efficient separation of its non-core minority equity interests.
On a related note, within the past week, new speculation has emerged that Yahoo is considering a cash-rich split-off as a structure to separate its non-core minority equity interests. The resurfacing of rumors about a cash rich split-off at this juncture is particularly troubling given your acknowledgment at our meeting with you on October 27th that this option would be clearly inferior to a spin-off structure or other available alternatives to unlock the full value of the stakes in Alibaba and Yahoo Japan. As we have repeatedly explained, we believe a cash-rich split-off to separate Yahoo's non-core minority equity interests has serious shortcomings:
i) The market value of the 'active trade or businesses' Yahoo would receive as part of the consideration in exchange for its interests in Alibaba or Yahoo Japan would be difficult to ascertain objectively, and could be of questionable value to Yahoo shareholders;
ii) The total consideration that Yahoo would receive in exchange for the Alibaba and Yahoo Japan stakes would likely be lower than the valuation that those assets would garner if they were traded as separate public entities;
iii) Yahoo would retain a substantial amount of cash which could then be used for large and potentially value destructive acquisitions, such as those speculated about in the media; and
iv) It would introduce unnecessary transaction complexities and execution risks given the required third party participation. As we have made clear in our prior discussions and letters, separating the non-core minority equity interests in the most tax-efficient, value maximizing, and shareholder friendly manner must be Yahoo's top priority. Recent discussions with large shareholders of Yahoo, some of whom have reached out directly to us to express their serious concerns with the rumors pervading the market, corroborate our belief that shareholders expect the Company to execute a tax-efficient separation (i.e. spin-offs) of both the Alibaba and Yahoo Japan stakes.
Further, we continue to believe that Yahoo must significantly reduce costs to improve profitability in its core business and should be considering a combination with AOL. A combination with AOL, structured properly, could accomplish all of these goals by allowing for: (i) a tax-efficient separation of the non-core minority equity investments; (ii) tremendous cost synergies of between $1 billion and $1.5 billion; and (iii) a strong growth platform given AOL's progress in mobile and video advertising.
We understand that you are not in a position to comment on media speculation. However, we expect that you and the Board will heed the advice of shareholders by expeditiously announcing your intentions regarding both of Yahoo's non-core minority equity investments and other actions to enhance shareholder value.
Should you instead choose to proceed down a different path by pursuing large acquisitions and/or a cash-rich split, both of which have been speculated, such actions would be a clear indication to us that significant leadership change is required at Yahoo. We hope our concerns are unfounded and would like to continue our constructive dialogue. We eagerly await the conclusion of your review and the announcement of your intentions.
Best Regards,
Jeffrey C. Smith Managing Member Starboard Value LP

Yahoo Shareholder Warns Marissa Mayer To Hand Over Billions Of Dollars To Shareholders - Or Else

<ul class="summary-list"><li><keyword id="13284830" type="UNKNOWN" weightage="60" keywordseo="calpers" source="Orion">CalPERS</keyword> plans to vote for a shareholder proposal to replace Buffett as <keyword id="11924366" type="UNKNOWN" weightage="60" keywordseo="chairman" source="Orion">chairman</keyword> at Berkshire's <keyword id="13660115" type="UNKNOWN" weightage="60" keywordseo="shareholder-meeting" source="Orion">shareholder meeting</keyword>.</li><li>Buffett would remain CEO under the proposal from the influential pension fund, which is opposed by Berkshire.</li></ul>CalPERS, the biggest public pension fund in the US, said Tuesday it will vote in favor of a <a href="https://www.berkshirehathaway.com/meet01/2022proxy.pdf">shareholder proposal</a> to replace Warren Buffett as <keyword id="11915968" type="UNKNOWN" weightage="60" keywordseo="berkshire-hathaway" source="Orion">Berkshire Hathaway</keyword>'s chairman. The fund, whose full name is the California Public Employees' Retirement System, indicated it would back the proposal in an <a href="https://www.sec.gov/Archives/edgar/data/919079/000114036122015045/brhc10036522_px14a6g.htm">SEC filing</a> Tuesday. It will be put to the vote at Berkshire's annual shareholders meeting on April 30. The proposal, put forward by the National Legal and Policy Center, calls for Berkshire's chairman to be independent. It would leave Buffett as CEO of the company. "Berkshire Hathaway Inc.'s Chief Executive Officer is also Board Chairman," CalPERS said in the filing. "We believe these roles — each with separate, different responsibilities that are critical to the health of a successful corporation — are greatly diminished when held by a singular company official, thus weakening its governance structure." Billionaire investor Buffett has run the company he created since 1965, and he has about 32% voting power in the company, and owns about 16% of Berkshire stock. The 91-year-old is known as the "Oracle of Omaha" for being one of the world's most successful and closely followed value investors. Berkshire's board is opposing the proposal and has recommended shareholders do the same. The company plans for his son, Howard Buffett, to be non-executive chairman after Buffett departs and current vice chairman Greg Abel to be CEO, <a href="https://www.reuters.com/business/calpers-vote-replace-buffett-berkshire-chairman-2022-04-19/">according to Reuters</a>."The Board believes that as long as Mr. Buffett is Berkshire's CEO, he should continue as Board Chair and as Berkshire's CEO," the company <a href="https://www.sec.gov/Archives/edgar/data/1067983/000119312522073447/d208624ddef14a.htm">said in an SEC filing</a>. The company did not immediately respond to an Insider request for comment.Buffett highlighted the shareholders meeting in a <a href="https://charlierose.com/videos/31221">interview</a> with Charlie Rose, where he provided <a href="https://markets.businessinsider.com/news/stocks/warren-buffett-elon-musk-jeff-bezos-gates-amazon-fed-philanthropy-2022-4?utm_medium=ingest&amp;utm_source=markets">fresh insights</a> into his recent investing activity and defended his company's recent bet on <a href="https://markets.businessinsider.com/stocks/atvi-stock?utm_medium=ingest&amp;utm_source=markets">Activision Blizzard</a> stock."That is going to be a very, very important meeting," he <a href="https://markets.businessinsider.com/news/stocks/warren-buffett-berkshire-hathaway-combs-weschler-activision-blizzard-annual-meeting-2022-4">said</a>.CalPERS, which said is has invested $2.3 billion in Berkshire stock, also said it will support proposals for the company to improve its reporting of environmental and diversity efforts. Berkshire is also against these proposals.Read more: <a href="https://www.businessinsider.com/how-to-protect-portfolio-stagflation-inflation-recession-stock-market-cazenove-2022-4" target="_blank" rel="noopener noreferrer">Stagflation risk is soaring, according to 3 top strategists at a $950 billion asset manager. They explain why some stocks are still attractive — and share 4 ways to prepare a portfolio for the looming combination of high inflation and sluggish growth.</a>

US pension fund giant CalPERS wants to vote out Warren Buffett as Berkshire Hathaway chairman

<table class="image-container float_right" width="200"><tr><td><div class="image"></div>AP</td></tr></table>(<keyword id="76338" type="CITY" weightage="60" keywordseo="Reuters">Reuters</keyword>) - <keyword id="28251" type="CITY" weightage="60" keywordseo="Dell">Dell</keyword> Inc's largest independent shareholder, Southeastern Asset Management Inc, has told the computer maker that a $24.4 billion buyout bid undervalues it, adding to a chorus of investor dissatisfaction with the landmark deal to take it private, two sources close to the situation said.
Southeastern has privately told the company that it is "disturbed" by a $13.65 per share offer for the third-largest PC maker by a consortium led by founder and CEO <keyword id="130781" type="PERSON" weightage="60" keywordseo="Michael-Dell">Michael Dell</keyword>, and instead believes Dell is worth $20 per share, the sources said on Thursday.
The Memphis, Tennessee-based fund, which owns a 7.5 percent stake in Dell, did not return calls seeking comment.
Southeastern has not commented publicly since the deal was announced on Tuesday, but Chief Executive Mason Hawkins said in a September 30 filing that the fund believed the company's shares were worth in the "low 20s" even if Dell's personal computing business was valued at nothing.
A representative for the buyout consortium, which also includes private equity firm Silver Lake Partners and Microsoft Corp, declined to comment. Dell was not available for comment.
The sources said the buyout consortium has no plans to raise its current bid. The buyers are counting on the <keyword id="6376563" type="UNKNOWN" weightage="60" keywordseo="Shareholders">shareholders</keyword> eventually realizing that no better options exist for Dell than their current offer, they said.
Southeastern's reservations could create new uncertainty about the deal. Over the past few days, some other Dell shareholders have indicated they will vote against the deal.
Further complicating the largest leveraged buyout since the financial crisis is the influx into Dell shares in recent weeks by event-driven funds and risk arbitrage investors. Such investors now own roughly 20 percent of company, according to investor estimates, and could bet on a higher offer.
"Let the fools sell low - don't make us all fools," said Nick Tompras, president of Alpine Capital Research in St Louis. Tompras said his firm would vote its 2 million Dell shares against the deal.
Schneider Capital Management in Wayne, Pennsylvania, which owned almost 350,000 Dell shares at the end of September, will also vote against the deal, President Arnie Schneider said.
Southeastern stands to be among the biggest losers if the deal is completed at the current price.
Sanford Bernstein analyst Toni Sacconaghi estimated Southeastern paid an average of more $20 a share for its stake, meaning a loss of at least $825 million at the current $13.65 offer price.
Hawkins, a 40-year veteran of the money management business who has agitated against companies in the past, could take his objections public.
Last year, Hawkins applauded the board of embattled gas producer Chesapeake Energy Corp for stripping CEO Aubrey McClendon of his title as chairman after revelations by Reuters that McClendon's personal dealings might be in conflict with the company's interests.
A few days later, Hawkins sent a letter urging the board to consider selling the company in the wake of a stock plunge caused by the reports. McClendon resigned this year.
Hawkins also agitated against troubled Japanese medical device company Olympus Corp in 2011, after disclosures of a massive accounting scandal, eventually calling for key members of the company's board to resign or be replaced.
LACK OF OPTIONS
Dell has agreed to a 45-day "go shop" period, during which it would look for an alternative deal, but the sources said they did not expect an alternative buyer to emerge.
Meanwhile, the buyout consortium is hoping that investors will realize they do not have any other options when they see the regulatory filing detailing the actions Dell took before arriving at the current deal, the sources said. That filing is expected in mid-March.
Before arriving at the deal, Dell considered various options, which included remaining a stand-alone company, separating its PC business, a leveraged recapitalization or restructuring its assets, one of the sources said.
But it realized that these options would not work, the source said.
Dell was regarded as a model of innovation as recently as the early 2000s, pioneering online ordering of custom-configured PCs and working closely with Asian component suppliers and manufacturers to assure rock-bottom production costs. But it missed the big industry shift to tablet computers, smartphones and high-powered consumer electronics such as music players and gaming consoles.
As of 2012's fourth quarter, Dell's share of the global PC market had slipped to just above 10 percent from 12.5 percent a year earlier as its shipments dived 20 percent, according to research house IDC.
The company's problems made the option to remain independent unattractive, the source said. A leveraged recap -- taking on excess debt to pursue a large share repurchase or pay out a dividend -- would have been a risky proposition, the sources said.
The large number of shares in the hands of index funds also complicates the task of critics. Passively managed funds owned about 292 million, or 17 percent, of Dell shares, according to Thomson Reuters data. Excluding Michael Dell's stake, that represents over 20 percent of the vote.
Opponents of the deal would have to muster a majority vote, excluding Michael Dell's stake, to shoot down the deal.
While index funds typically have policies that they will only vote in favor of mergers that maximize shareholder value, in practice they tend to vote yes.
(Reporting By Nadia Damouni and Greg Roumeliotis in New York and Aaron Pressman in Boston; Additional reporting by by Sam Forgione in New York; Editing by Paritosh Bandal, Gary Hill, Ryan Woo and Richard Pullin)
<div class="nc_footer">
Copyright (2013) Thomson Reuters. <a href="http://thomsonreuters.com/products_services/media/brand_guidelines/legal_notice/">Click for restrictions</a>
</div>

You Searched For "shareholder" and got 11 results

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