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Lesson 3 of 7 · 13 min

Preference shares: cumulative, participating and convertible

Preference shares sit between debt and common equity: a fixed, higher dividend and priority over common shareholders, but no promise and usually no vote.

In short

  • Preference shares rank above common shares for dividends and liquidation, but below all debt.
  • They usually have no voting rights and no share in operating performance; the dividend is fixed and usually higher than the common dividend, but not a contractual obligation.
  • Like common shares they can be perpetual and callable or putable.
  • Cumulative: missed dividends accrue and must be paid before any common dividend. Non-cumulative: missed dividends are lost, though the current preferred dividend still comes before any common dividend.
  • Participating: fixed dividend plus extra if profits exceed a set level (and possibly extra in liquidation). Used more by smaller, riskier firms.
  • Convertible: can be exchanged for a set number of common shares; popular in venture capital and private equity.

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Preference shares: cumulative, participating and convertible · Equity Instrument Features