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Thursday, 9 July 2026

What is the Meaning of Preference Share?

 

Preference Shares (also called Preferred Stock) are a type of share capital that gives shareholders preferential rights over equity (ordinary) shareholders — mainly in terms of dividend payment and repayment of capital in the event of winding up — but typically come with limited or no voting rights.

In simple terms: Preference shareholders sit in between debt holders (like debenture holders) and equity shareholders, in terms of risk and return. They get paid before equity shareholders, but after creditors and debenture holders.

Key features:

1.    Fixed dividend rate – Preference shares usually carry a fixed rate of dividend (e.g., 8% preference shares), unlike equity shares, whose dividend fluctuates based on profits

2.    Priority in dividend payment – Dividends must be paid to preference shareholders before any dividend is paid to equity shareholders

3.    Priority in capital repayment – In case of liquidation, preference shareholders are repaid their capital before equity shareholders (but after creditors/debenture holders)

4.    Limited voting rights – Preference shareholders generally do not have voting rights, except on matters directly affecting their rights (e.g., if their dividend is in arrears for a specified period, in some jurisdictions they may gain voting rights)

Types of Preference Shares:

Type

Meaning

Cumulative

Unpaid dividends accumulate and must be paid in future years before equity shareholders get anything

Non-cumulative

Unpaid dividends do not accumulate; if skipped in a year, it's lost

Participating

Shareholders can also share in additional profits (surplus) along with equity shareholders, beyond the fixed dividend

Non-participating

Shareholders only get the fixed dividend, no extra share in surplus profits

Redeemable

Company can/must buy back (redeem) these shares after a specified period

Irredeemable/Perpetual

No fixed redemption date (rare, and restricted or disallowed in many jurisdictions, e.g., India)

Convertible

Can be converted into equity shares after a certain period

Non-convertible

Cannot be converted into equity shares

Preference Shares vs. Equity Shares:

Preference Shares

Equity Shares

Dividend

Fixed rate, paid first

Variable, paid after preference

Voting rights

Generally none

Yes

Capital repayment priority

Before equity, on winding up

After preference

Risk

Lower

Higher

Return potential

Limited (fixed)

Unlimited (based on profits)

Preference Shares vs. Debentures:

Preference Shares

Debentures

Nature

Part of share capital (ownership)

Debt instrument (borrowing)

Return

Dividend (not guaranteed, paid from profits)

Interest (guaranteed, paid regardless of profit)

Priority in liquidation

After debenture holders

Before preference shareholders

Why companies issue preference shares:

·         Raise capital without diluting voting control (since preference shareholders usually can't vote)

·         Attract investors who want more predictable returns than equity, but don't want to be classified purely as lenders

Offers flexibility — can skip dividends (especially non-cumulative) in a bad year, unlike interest on debt, which must be paid regardless

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