kmp127 wrote: musicfor18 wrote: Danger Zone wrote: musicfor18 wrote:
kmp127 wrote:With shareholder voting, what's the difference between "majority of shares entitled to vote" vs. "majority of shares that actually vote" ?
Pretty sure the answer is "majority of shares that actually vote" = the shareholders that are at the meeting, whereas "majority of shares entitled to vote" = even those who didn't come to the meeting.
Close, but the first one is more limited than that. It also excludes shareholders that attend the meeting but do not vote.
So one is a majority of ALL the shares,i.e., if a quorum was satisfied by 51% of the shares being present, then EVERYONE at the meeting, all 51% of the shares would need to vote yes to satisfy the "maj of shares entitled to vote"
And the other this a maj of whoever showed up? i.e., that same 51% quorum was present, only 25.6% of the ppl there need to vote yes to satisfy the "maj of shares who actually vote" ?
Kind of. It always helps me to think of this with actual numbers.
If total shares outstanding = 100,000, then a quorum = 50,001
You have a quorum at a meeting, so 50,001 shares are present (note, SHARES. This could be one shareholder who owns all those shares, or 50,001 individuals). They're voting on something that just needs more votes for than votes against (this is most stuff unless it says otherwise). If every share votes, you need 25,001 to vote FOR for it to pass (that means 25,000 against). BUT if only 3 shares vote, you only need 2 to vote for. Let me try to do this again with numbers:
Present = 50,001 (Quorum because this is 50%+1 of 100,000 outstanding shares)
- Vote tally: 2 for, 1 against = PASSED
- Vote tally: 25,000 for, 25,001 against = FAILED
- Vote tally: 25,001 for = PASSED (not enough present for it to fail)
Hope that was useful!