Preference shares- this is a special type of equity securities, which, unlike ordinary shares, have special rights, but also have a number of specific restrictions.

Preferred shares are a common financial instrument in Russia and around the world.

It allows the owner to receive a guaranteed income based on the dividend rates offered by the issuer of the securities.

Also, in some cases, the holder of such shares can influence the company’s development strategy.

Advantages of preferred shares

Preferred shares have a number of advantages for investors when compared to ordinary securities.

Firstly, the owner of preferred shares is almost always guaranteed some income.

Namely, preferred shares accrue a fixed income, unlike ordinary shares, which depend on the profit of the joint-stock company.

However, dividends are not paid if the company has incurred losses.

Secondly, funds for the payment of dividends are allocated to holders of such securities as a matter of priority.

That is, holders of preferred shares also have the right to receive part of the property of the joint stock company in the event of its liquidation, before it is divided among other owners.

Thirdly, dividends on preferred shares are usually fixed in the total net profit.

In addition, these shareholders may have additional rights specified in the company's charter documents.

For example, they may, under certain conditions, convert their preferred shares into .

Disadvantages of preferred shares

There are also disadvantages to owning preferred shares:

The issuing company may demand the shares back from the shareholder without giving reasons, while fully compensating the damage with interest;

Preferred shares often do not carry voting rights. That is, holders of privileged rights are deprived of the right to vote and, thus, deprived of the opportunity to participate in the management process of the joint-stock company and make decisions important for society;

Fixed dividend amount. Often the amount of dividends is indicated when issuing securities of this type and does not depend on the size of the company’s profit, which, with an increase in business profitability, entails a proportional decrease in the profitability of these securities.

How are preferred shares different from ordinary shares?

The very name “preferred” shares suggests that such shares provide additional opportunities and rights, so to speak, a special status.

As a rule, such benefits include the payment of guaranteed dividends.

That is, the owner of preferred shares will receive payments regardless of how the shareholders are doing - the joint stock company will receive profits or losses.

Also, unlike ordinary shares, preferred shares give the right to receive a share of the company's assets after its liquidation.

That is, the preferred shareholder will receive a predetermined amount from the joint stock company.

For such benefits, the owner of preferred shares is deprived of the opportunity to participate in voting and influence the decisions of the joint-stock company.

Thus, the owner of such shares is an indifferent investor, so to speak, not a co-owner of the business, which cannot be said about those who own ordinary shares.

However, some cases of privileges may involve just influence on the affairs of the company. In this case, the charter of the joint-stock company provides for the ratio of votes of owners of ordinary and preferred shares, for example 1:2. So, it turns out that the owner of one preferred share has two votes.

Certain cases provide the right to influence the affairs of the company and participate in meetings to those owners who cannot vote.

Such cases are also provided for by law to protect the interests of owners. Thus, the holders of all shares issued by the company can influence decisions related to the liquidation or reorganization of the company.

There are also issues relating to shareholders that cannot be resolved without their participation. For example, when guaranteed dividends are reduced.

If the JSC is unable to pay guaranteed dividends, then the preferred shareholder receives full right to participate in company meetings on all issues.

It's also worth noting that preference shares can be convertible and cumulative.

Rights of preference shareholders

Holders of preferred securities, on the same basis as the main shareholders, receive a share in the authorized capital of the company and have the right to attend general meetings.

Despite the fact that the holder of such securities does not have voting rights, he can participate in shareholder meetings and claim a share of the property upon liquidation of the organization.

Admission to voting

In general, holders of preferred shares are not allowed to vote.

An exception may be cases when decisions made during the relevant negotiations affect the personal interests of the owners of securities.

In particular, if there are particularly important issues on the meeting agenda, preferred asset holders can vote. These may be questions reflecting the procedure for a possible reorganization of the company or liquidation of the company, those related to making adjustments to the charter, those related to the rights of holders of preferred shares or, for example, the payment of dividends.

Types of preferred shares

Preferred shares are divided into classes with varying amounts of rights.

According to the Law of the Russian Federation “On Joint-Stock Companies,” there are basically two main types of preferred shares: cumulative and convertible.

Dividends on cumulative preferred shares may not be paid in normal reporting periods by decision of the general meeting of shareholders if there is no profit or if it is completely used for the development of the company.

At the same time, the obligation to pay lost income remains.

Dividends are accumulated and paid after the financial position of the joint stock company has stabilized.

That is, the peculiarity of cumulative preferred shares is the accumulation of dividends. Owners of cumulative preferred shares have the right to accumulate unpaid dividends, accrue them and pay them in the period following the missed period. In this case, dividends are not subject to periodic payment.

The holder of a cumulative share acquires the right to vote at a meeting of shareholders for the period during which he did not receive dividends, and loses it after the payment of dividends.

Convertible preferred stock can be exchanged by the owner of the stock during a specified period for common stock or another type of preferred stock.

When issuing such securities, the rate, proportionality and exchange period are determined.

There are also the following types of preferred shares:

non-cumulative, for which unpaid dividends are not added to the dividends of subsequent years;

unconverted, which cannot change their status;

with participation shares that entitle the holders of these shares to receive additional dividends in excess of the stipulated dividends.

Results

The advantages of preferred shares include the shareholder's rights:

receive a fixed income or income in the form of a percentage of the value of shares, or a certain amount of money that is paid regardless of the results of the joint-stock company’s activities;

to receive dividends first;

for preferential participation after satisfying the creditors' claims in the distribution of property remaining with the joint-stock company upon its liquidation;

for an additional payment if the amount of dividends paid on ordinary shares exceeds the amount of dividends paid on preferred shares.

Note that if you want to invest in long-term investments, then the method of purchasing preference shares is the most suitable.

Still have questions about accounting and taxes? Ask them on the accounting forum.

Preference shares: details for an accountant

• Justification of revenues in terms of financial and economic activities

  2,000 common shares and 800 preferred shares. According to the forecasts of the joint-stock company, per... pcs. with a par value of 1 thousand rubles, preferred shares - 500 thousand pieces. with a nominal value of 1 ... thousand rubles. Dividends on preferred shares are 8% of the par value of the share... let's calculate the annual amount of dividends on preferred shares: Income plan 2019 (2020, 2021...

• Key indicators of the economic strength of the enterprise and the level of performance of its owner and management team

What are common shares in the stock market? On what factors does the cost and price of these securities depend? What is earnings per common share? What rights does this type of security provide to the investor? You will find answers to these questions in the InvestFuture material.

An ordinary share is a security

Ordinary shares (“ordinary”, ordinary shares) are securities issued by a joint-stock company that allow their holder to own a stake in the issuing company, participate in voting at general meetings of the joint-stock company, and also count on receiving dividends.

Ordinary shares are the most popular and sought-after assets on any stock exchange in the world. On the domestic stock market, ordinary shares can be purchased on the Moscow Exchange.

Price of ordinary shares in exchange trading, as a rule, the price of preferred shares is higher

Payment of dividends on main shares

The peculiarity of dividends on ordinary shares is that they are paid last: after payment of operating expenses, taxes, repayment of interest on loans, and even after all payments on preferred shares.

Amount of dividends on ordinary shares not fixed. The company may not pay dividends as usual for a certain period.

The amount of payments is approved by the board of directors. The size of dividends depends on the company's earnings during the year, so dividend income on such shares is not guaranteed.

Rights of holders of ordinary shares

In addition to receiving dividends, holders of ordinary shares have the right to:

• receive all information about the company’s activities;
• vote at the annual meeting of shareholders;
• sell shares at any time, including via the Internet;
• buy shares of another issuer if the conditions of the previous one are no longer satisfactory.

In addition, if a company goes into liquidation, holders of common shares can claim part of the company's assets, which will remain after all other debts of the joint-stock company are paid off.

Common share price

It is important to separate the concepts of “nominal” and “market” price of an ordinary share.

Nominal price- the amount indicated on the share itself and means that part of the company’s authorized capital that falls on one share. Dividends are paid in proportion to this share.

Market price- this is the stock price on the stock exchange, the amount for which the asset is sold and bought. The product of the market price and the number of outstanding shares gives the company's capitalization.

Classes and groups of ordinary shares

1. Class A securities are issued for the founders of the company. They give their owners the opportunity to receive privileges - a larger number of votes, higher dividends, etc.
2. Class B securities intended for a wide range of investors.
3. Target securities tied to a specific area of ​​activity of the company. This branch of production gains some financial independence, but retains the support of the parent company. The issuer's benefit in this case will be tax benefits.

The value of assets is constantly changing depending on what happens to the issuer. Therefore, securities differ in stability, dividends and risk level. Based on these parameters, they can be divided into several groups.

"Blue Chips"

Reliable shares of leading companies in the industry, characterized by continued development and stable financial position, regular dividend payments. Blue chips are quite expensive, but their price is quite stable and rarely changes significantly. They are taken into account when compiling stock indices (Dow Jones, S&P500, MICEX index). In an investment portfolio, such securities do not guarantee large profits, but most likely the payments will be stable and regular. During an economic crisis, such shares are the most stable.

Income shares

Characterized by high dividends. They are issued, as a rule, by young, developing, but already quite reputable and stable companies. The price of such a stock may be low compared to blue chip securities, but they can bring significant profits, since companies are willing to pay good dividends.

Growth stocks

Growth stocks are securities whose price, according to investors' forecasts, will rise. These assets may be undervalued and there is a possibility that their value will rise.

Shares of value

In the case of these securities, they speak of the asset being overvalued. This situation may arise due to a significant drop in sales rates, force majeure in production, etc. Such shares are of interest to those who are looking for long-term investments and hope for growth in the value of shares in the future.

Cyclical stocks

The price of these securities fluctuates depending on the macroeconomic situation in the market. During a period of economic growth, there is a positive dynamics in quotations of cyclical stocks, and, on the contrary, when the pace of economic development slows down, the value of assets will fall. Typically, what type of shares include securities of construction companies and automakers.

Defensive shares

Shares, the value of which, on the contrary, practically does not depend on the state of the economy. Typically these are securities of companies from the pharmaceutical and food production sectors.

Speculative stocks

The most risky, but potentially highly profitable securities. Often these are securities of new companies just entering the market.

Penny stocks

Securities of low-liquid companies. They are traded on over-the-counter markets at low, speculative prices. These are assets with low liquidity and large spreads.

Shares of foreign companies

This type of securities is an attractive asset for Russian investors, allowing them to diversify their investment portfolio.

Restrictions on common shares

The company can independently set restrictions regarding its shares:

1. Non-voting shares- the holder of these securities cannot vote at shareholder meetings. The difference from preferred shares is that in the event of liquidation or bankruptcy of the company, the holder will receive his funds last.
2. Subordinate shares- carry voting rights to a lesser extent than other types of ordinary shares.
3. With limited voting rights- the holder of such shares will receive voting rights when he owns the number of shares established by the issuer.

Ordinary shares are quite an important financial market instrument. In the formation of financial resources of joint stock companies, ordinary shares play a decisive role. Their share in the authorized capital of the company in accordance with Russian legislation cannot be less than 75%. In the overwhelming majority, the share of ordinary shares in the capital of companies is much higher. In many companies, the authorized capital is formed only from ordinary shares. Owners of ordinary shares have the following rights and advantages over owners of preferred shares:

• o the right to participate in the management of the JSC through voting at shareholder meetings;
• o the right to receive a dividend. The amount of the annual dividend per ordinary share is determined by the board of directors (supervisory board) of the joint-stock company, which submits this issue to the general meeting of shareholders. The meeting may agree with the recommendations of the supervisory board on the size of the dividend or reduce it;
• o the ability to quickly increase invested capital, the increase of which is due to two factors: the accrual of dividends and the increase in the market value of shares;
• o the ability to quite easily sell or buy additional shares, since ordinary shares satisfy market conditions to a greater extent than preferred shares;
• o the right to receive part of the JSC’s property upon its liquidation, but after satisfying the claims of creditors and owners of preferred shares.

One of the main features of an ordinary share as a carrier of ownership rights is that the shareholder in most cases cannot demand that the JSC return the amount contributed to it. This is what allows the joint-stock company to freely dispose of its capital, without fear that part of it will have to be returned to shareholders at their request. It follows that an ordinary share is a perpetual security that is not issued for a specified period. The life of a share ends only with the cessation of the existence of the joint-stock company. This can happen during the voluntary liquidation of a company, its absorption by another company or merger with it, as well as as a result of forced liquidation by a court decision, if the company is declared bankrupt and it is inappropriate to carry out reorganization procedures.

Common shares always involve the risk of financial loss. In the event of liquidation of a joint-stock company due to insolvency, and this case cannot be excluded, a queue is formed of those who have rights to the property of the bankrupt company. First of all, relations with all creditors must be regulated, then with the owners of preferred shares, and in the very last place are the owners of ordinary shares.

Companies widely use the mechanism of functioning of shares to form and increase their authorized capital. At the first stage, at the time of creation of the joint-stock company, the founders determine the amount of authorized capital they need and cover it with their contributions, receiving an equivalent number of shares. When establishing a JSC, the entire authorized capital must be fully distributed among the founders.

If it is necessary to attract additional financial resources, a joint-stock company can enter the stock market by issuing securities. When deciding to issue securities, a company must determine what type of capital it needs: debt or equity. If a joint stock company needs capital for a certain time, which the company is subsequently ready to return to investors with the expected interest, then bonds will be issued with their subsequent repayment. The issue of bonds is attractive for an enterprise because there is no dilution of capital, that is, there are no additional shares, new co-owners of the company who will qualify for participation in the management of the joint-stock company. The disadvantage of bonds is that the borrowed capital will sooner or later have to be returned or the bonds converted into shares and receive capital dilution. In addition, debt securities will require regular fixed interest payments.

A joint stock company may additionally issue shares only up to their declared number. The decision on a new issue is made by the meeting of shareholders or the board of directors, if so provided by the charter. The second option is more preferable, since only a narrow circle of competent persons has the necessary information within the declared number of shares specified in the charter or determined by the meeting of shareholders. An additional issue of shares and a subsequent increase in the authorized capital are carried out in order to attract the necessary resources for the development, modernization and expansion of production. It is not permitted to issue shares to cover losses incurred by the enterprise. In order to issue additional shares for sale, the joint-stock company is obliged to develop the terms of the issue and register the issue of shares with the financial authorities.

In countries with developed stock market infrastructure, there are various types of ordinary shares that limit shareholder rights. The issuer, in order to prevent the purchase of a controlling stake, issues types of ordinary shares with limited voting rights. These shares are called restricted shares.

Depending on the availability of voting rights, the following types of restricted ordinary shares can be distinguished:
1) non-voting shares generally do not give their holders the right to vote at a meeting of shareholders. From the point of view of voting rights, this type of shares is equated to preferred shares (they do not vote), and from the point of view of receiving dividends and property upon liquidation of a JSC - to ordinary shares (the dividend is not fixed, and the shareholder receives his share in the property of the liquidated JSC last). However, these shares are popular among those investors who do not claim to participate in the management of the enterprise, but expect to receive a stable and higher return on invested capital, since dividends on all types of ordinary shares are paid in the same amount, and the market value of non-voting shares is lower than ordinary shares with voting rights. Companies that regularly pay dividends on ordinary shares can resort to issuing non-voting shares. Thus, the Ford company in the 80s issued two types of shares, one of which limited voting rights. As a result of the stock offering, the Ford family and company directors received 9% of the issued shares, which provided 40% of the voting rights;
2) subordinate shares provide voting rights, but to a lesser extent than ordinary shares of another type issued by this JSC. For example, in the United States, companies sometimes issue Type A and Type B common shares. In the terms of the issue, the company may specify that Type A shares carry 1 vote per 1 share at a shareholders' meeting, and Type B shares carry 1 vote per 10 shares. All other conditions regarding the calculation of dividends, participation in management, etc., for these shares are the same as for all other ordinary shares;
3) shares with limited voting rights give the owner the right to vote only if he has a certain number of shares. For example, a shareholder receives voting rights if he owns at least 200 shares, etc. Restricted shares cause dissatisfaction among investors, since it is difficult for the average shareholder to understand all the intricacies of the rights and powers that various types of common shares provide. In this regard, the media play an important role in explaining the features of the actions of various types of shares. Stock exchanges and government stock market regulators require issuers to ensure that restricted stock is issued in good faith. Therefore, ordinary restricted shares must be designated by a special code or term (for example, type B shares); when publishing a prospectus, all the properties of restricted shares are described; holders of restricted shares must receive all documents sent to holders of voting shares; holders of restricted shares must have free access to shareholder meetings with the right to express their opinions.

In the Russian Federation, the issuance of ordinary shares with limited voting rights is effectively prohibited, since the law provides that all owners of ordinary shares have equal rights.

In some cases, companies in their charter stipulate special rights for certain groups of owners of ordinary shares. An example of such securities would be founding shares, which assign a certain percentage of shares to the founders. For example, the constituent documents may stipulate that the share of the founders (all or part of them) should not be lower than 40%. This means that for all subsequent issues the founders will receive shares corresponding to 40% of the additional capital. Sometimes the charter provides for the right of the founders to represent a certain number of directors on the supervisory board or to veto certain decisions taken at the general meeting, regardless of the number of votes they have.

Common shares are the most common type of shares. Holders of common shares have certain rights.

Secondly, the pre-emptive right to buy shares of additional issues. This enables the shareholder to retain his share in the property of the joint stock company. So, if a shareholder owns 4% of shares, then he has the right to buy 4% of shares of an additional issue.

Thirdly, the right to receive dividends, the amount of which is not limited and depends on the profit of the joint-stock company.

Fourthly, in the event of liquidation of a joint stock company, the owner of ordinary shares receives the right to a share of the property that remains after the claims of creditors and owners of preferred shares are satisfied.

Common stocks are securities that have a higher degree of risk than bonds or preferred stocks. Owners of common stock do not know their income in advance. Dividends on such shares may vary from year to year. If the company does well, it may pay large dividends. However, in difficult times for a company, it may not declare dividends on common shares at all. In addition, even in prosperous years, a decision may be made not to pay dividends, but to leave profits for the development of production. Sometimes dividends may be paid in new shares. In this case, the company solves several problems at once: firstly, dividends are paid, and, therefore, there is no dissatisfaction of ordinary shareholders. Secondly, share capital increases. Thirdly, since additional shares are issued to “their” shareholders, there is no “dilution” of share capital at the expense of “new” shareholders.

If a joint stock company is doing well, the share price rises and can increase many times over time. However, it has been observed that investors prefer stocks whose prices are within certain price limits, so companies try to prevent the stock price from rising above a certain value. For example, few companies traded on the New York Stock Exchange trade above $100 per share, and almost never reach $200 per share. To keep the price at a certain level, companies resort to the so-called splitting or splitting of shares (split). Depending on the extent of the split, shareholders are issued several new shares instead of one old share. For example, instead of one share with a par value of $40, 4 shares with a par value of $10 will be issued.

The stock form is usually a sheet of high-quality paper containing the necessary security features against counterfeiting. In each country, in accordance with current legislation, certain technical requirements are established for forms of securities and their details. However, the vast majority of joint stock companies do not have physical circulation of shares. Instead of shares, the shareholder is issued one certificate for the number of shares the shareholder owns. If shares are transferred to another person, a new certificate is issued to the new owner.

In Russia, many joint stock companies, instead of a certificate, issue shareholders with extracts from the register of shareholders. In the event of a purchase and sale transaction, the extract is reissued in the name of the new owner.

Shares change hands through buying and selling, so the list of shareholders is constantly changing. In order to know who can participate in the general meeting of shareholders and to whom dividends can be paid, companies conduct shareholder census days. Typically, this date (the date of closing the register of shareholders) is set one month before the day of the general meeting of shareholders. The shareholder whose name will be entered in the register of shareholders during the census may attend the meeting. For purchase and sale transactions made after the census date, the seller receives dividends, despite the fact that at the time of payment of dividends he is no longer the owner of the shares.

When a company becomes public, that is, acquires the status of an open joint stock company, it puts its shares up for sale. In this case, these securities are divided into several types. This article will discuss the most accessible of them.

Ordinary shares

This term is used to refer to a security that helps attract investment into a company while giving shareholders certain powers. This means that whoever has such papers has the right to vote at general meetings. It follows that ordinary shares are one of the key instruments of control over the management of the company.

It is worth knowing that when submitting an application for the right to income, these papers are presented last. This principle is also relevant in the case of claims on assets during liquidation.

At the same time, according to the law, issuers of ordinary shares are required to comply with the established set of rules. The law also establishes some restrictions for those who have the status of a security holder.

In addition to ordinary shares, there are registered shares. Their distinctive feature is the fact that they are issued exclusively to a specific person and cannot be given as a gift or sold. Accordingly, only the original owner can receive income from them. The owner of such securities cannot be changed.

Par value of shares

An ordinary share can have two types of value: stated and par. But for those who invest in an enterprise, this terminology is not relevant. This division is used exclusively by accounting. The original idea was that the par value would be an indicator of the amount of funds of the company. Therefore, it is the sum of the par value of all shares issued by the company that is the authorized capital of the enterprise. In this case, ordinary shares have the same price.

Book value

This indicator is defined as the authorized value of assets per share. To establish this value, you need to add up the three accounts of the owners of ordinary shares that are on the balance sheet (retained earnings, par value and reserve capital). From the amount received, you need to subtract any intangible assets and divide by the number of shares that are outstanding.

What information about dividends is worth knowing?

As stated above, the board of directors has the right to make a decision in favor of paying dividends to the owners of ordinary shares. With the same success, the management of an OJSC can refuse dividends to shareholders, even if the company has a good profit.

But they are required to pay interest to security holders. In order to competently approach the dividend payment process as a shareholder, you need to know about the following stages:

- Announcement of payment. This is the date when the board of directors officially declares that dividends will be paid.

-Closing date of registers of shareholders. We are talking about the day within which the list of shareholders entitled to receive dividends is fixed. But this opportunity is available to holders of securities who had such status at the time the register was closed. Accordingly, if shares were purchased after the closing date, then dividends are not due on them.

- No dividend date. This is the date after which two business days remain until the closure of the register of shareholders. Dividends are also not paid on shares that were purchased during this period of time. This rule is explained quite simply: calculations of dividends on ordinary shares are made within three days before the closure of the register.

- Payment date. This is the number of actual dividend payments to shareholders.

Considering the fact that many investors pay primary attention to the company's dividend policy, a change in the size of payments on shares can affect the market price of the enterprise much more than the level of profit of the organization.

Compensation upon liquidation

The shareholder also has the right to a certain part of the enterprise's property, but only in proportion to the share of property that belongs to him, and only after the organization is closed.

But it is important to understand that when a company is liquidated, the value of common shares, as well as the very fact of owning them, gives the shareholder significantly less advantages in comparison with bondholders, preferred stockholders and creditors. This means that there is a risk of being left without adequate compensation if the company's assets upon liquidation are only sufficient to pay out more privileged investors.

Merger rights

If the board of directors has made a decision on a subsequent merger or acquisition of the company, then investors who own securities of this enterprise are entitled to receive compensation. Usually it comes down to the repurchase of ordinary shares or the issuance of securities of a new company.

The shareholder also has liquidity rights. We are talking about the ability to sell shares through a private transaction or at public auction, and at any time.

Share circulation

A new issue of ordinary shares is placed on the primary market. For this purpose, a public initial offering is used. If necessary, you can use the services of professional intermediaries. These can be investment funds and banks, as well as brokerage companies. It is important to understand the fact that the funds that come from public trading are used to form the company's equity capital.

But if we take into account the sale and purchase of ordinary shares, it is worth noting that the vast majority of transactions in these securities take place on the secondary market. It is quite simple to explain: it is precisely such sales that allow an unlimited number of transactions for this type of shares.

The secondary market itself, in turn, can be divided into two key areas: over-the-counter and exchange.

To carry out speculative transactions on the stock market, the stock exchange trading platform is used. But not every company can take advantage of this opportunity. The fact is that exchanges have fairly strict requirements for subsequent inclusion in the listing.

Listing refers to the process of including shares in the list of tradable securities. Even if the company was initially able to comply with the requirements of the exchange, but later deviated from them, the securities are excluded from the category of traded ones.

As for the over-the-counter market, this definition means the place where shares of those companies are traded that, for various reasons, do not have the opportunity to be included in the listing.

Preemptive rights

In this case, we are talking about shareholder privilege, which consists in the ability to maintain a constant percentage of shares in the volume of securities issued in circulation. This possibility occurs due to the fact that shareholders can purchase shares of the JSC in the first place.

But such preferential rights are not determined by the charter of every company. However, if this clause is spelled out, then a shareholder who owns, say, 15% of the shares can purchase another 15% when new securities are put into circulation. As a rule, shareholders on the company's side are issued a certificate giving the right to purchase a certain percentage of securities. The shareholder can take advantage of this opportunity, or can resell it to a third party.

It is obvious that ordinary shares are an integral part of the development process and activities of any public company. Moreover, such securities, if used wisely, can bring tangible profits to shareholders.