Majority Shareholder: Definition, Rights & Implications

A majority shareholder is any individual or company (or sometimes a government) that owns more than 50% of a company’s shares. Because such individuals or entities make a substantial financial investment into the company, they are considered stakeholdersStakeholderIn business, a stakeholder is any individual, group, or party that has an interest in an organization and the outcomes of its actions. Common examples. It means they have a vested interest in the company’s performance and are endowed with special rights.

They are not, however, necessarily owners of the private limited company or corporationCorporationA corporation is a legal entity created by individuals, stockholders, or shareholders, with the purpose of operating for profit. Corporations are allowed to enter into contracts, sue and be sued, own assets, remit federal and state taxes, and borrow money from financial institutions. simply because they are majority shareholders. An original founder or owner of a company may or may not be the majority shareholder.

Majority shareholders are often referred to as controlling shareholders (specifically those with a higher percentage of shares). The controlling interest, among other things, means that the majority shareholder (who is often an original owner or a relative) has significant voting power when it comes to company decisions. With their share majority, they can essentially outvote all other shareholders combined.

Summary

• A majority shareholder is any individual or entity possessing more than 50% of a company’s stock shares.
• Majority shareholders are typically individuals with a vested interest in the company’s success, such as the company’s chief executive officer, another corporate executive, original owners of the company, or descendants thereof.
• Majority shareholders have the right to vote for and elect members of a company’s board of directors, which means majority shareholders have a direct say in how the company is run.

Who Can Be a Shareholder?

Majority shareholders do not always take part in their right to a participatory role in day-to-day management. In fact, a majority shareholder may sell either part or all of his stocks in the company, even if he sells them to a private equity firmTop 10 Private Equity FirmsWho are the top 10 private equity firms in the world? Our list of the top ten largest PE firms, sorted by total capital raised. Common strategies within P.E. include leveraged buyouts (LBO), venture capital, growth capital, distressed investments and mezzanine capital. or a direct competitor. It is typically done to get the best price; however, it can be a tactic for revenge utilized by disgruntled shareholders.

It’s arguably more common for individuals with a vested interest in the company to become a majority shareholder. It includes corporate shareholders. It is why chief executive officers (CEOs) end up becoming majority shareholders. CEOs have a keen interest in the success of the company and are already responsible for intimate, daily operations and procedures to help ensure that the company is successful.

Practically speaking, it makes sense, as many CEOs receive a substantial part of their pay (or all of their pay) in the form of company stock. If, however, corporate executives, such as the CEO, CFO (chief financial officer), or COO (chief operating officer), decide to sell their company shares, it must be reported to the Securities and Exchange Commission (SEC).

It’s also important to note that corporate members are in a unique position. As members who can be potentially elected (by shareholders) to the board of directors, there seems an almost built-in conflict of interest.

So, can corporate shareholders vote for themselves? The answer is yes. As long as they don’t violate any of the fiduciary responsibilities they have to the company’s shareholders as a whole, they can vote in their own interest.

Understand the Majority Shareholders’ Rights

Majority shareholders typically receive special privileges (or rights). It usually depends on the type of stock the shareholder owns.

Holders of common stockCommon StockCommon stock is a type of security that represents ownership of equity in a company. There are other terms – such as common share, ordinary share, or voting share – that are equivalent to common stock. – because the stocks have no fixed value – are generally the last to receive benefits or payouts and are less likely to have the same privileges that preferred stock shareholders have.

Preferred stock is considered more valuable, as preferred shareholders occupy a higher position in terms of dividends and in the event of company liquidation. However, preferred stock does not typically carry voting rights. Thus, it is rare for a preferred shareholder to be a majority shareholder, although it is, practically speaking, possible.

Majority Shareholders – Rights and Privileges

Majority shareholders have the benefit of voting and election privileges. Again, it means that they have a say in the directions the company decides to take. Majority shareholders are consistently updated about how the company is performing, and if they are unhappy, they can request an election for new board members.

It’s also important to note that shareholders are not responsible for a company’s failure or insolvency. Any personal assets a majority shareholder holds outside of the company aren’t at risk. The primary issue is that if a company has sizeable financial obligations, namely outstanding debts, shareholders won’t receive any cash assets or dividends until the company has resolved all of its liabilities.

• Related Readings

CFI is the official provider of the global Commercial Banking & Credit Analyst (CBCA)™Program Page - CBCAGet CFI's CBCA™ certification and become a Commercial Banking & Credit Analyst. Enroll and advance your career with our certification programs and courses. certification program, designed to help anyone become a world-class financial analyst. To keep advancing your career, the additional CFI resources below will be useful:

• Corporate Reorganization ClauseCorporate Reorganization ClauseA corporate reorganization clause is a provision contained in a company’s charter. The provision guides mergers and acquisitions, changes in assets or
• Founders StockFounders StockFounders stock refers to the equity that is given to the early founders of an organization. This type of stock differs in a few important ways from common stock sold in the secondary market. Key differences are (1) that founders stock can only be issued at face value, and (2) it comes with a vesting schedule.
• Non-Controlling InterestNon-Controlling Interest (NCI)A non-controlling interest (minority interest) occurs when an ownership stake is less than 50% of the outstanding voting shares.
• Preferred SharesPreferred SharesPreferred shares (preferred stock, preference shares) are the class of stock ownership in a corporation that has a priority claim on the company’s assets over common stock shares. The shares are more senior than common stock but are more junior relative to debt, such as bonds.