Preferred stock is a type of equity security that has characteristics of both debt and equity. It has a higher claim on assets and earnings than common stock, but is subordinate to bonds and other debt. Key features include: a fixed dividend that must be paid out before common dividends; no voting rights unless dividends are in arrears; and seniority over common stock in liquidation. Preferred stock comes in different classes with varying rights, and provides tax advantages for corporations.

1. Preferred Stocks
• Preferred stock, also called preferred shares or preference
shares, is typically a higher ranking stock than voting shares,
(ordinary shares)and its terms are negotiated between the
corporation and the investor.
• It is also called quasi equity because it has features of both
bond and equity.
• Preferred stocks usually carry no voting rights, but may carry
superior priority over common stock in the payment of
dividends and upon liquidation. Preferred stock may carry a
dividend that is paid out prior to any dividends to common
stock holders. Preferred stock may have a convertibility
feature into common stock.

2. Preferred Stocks……..
Certificate of Designation
• Preferred stockholders will be paid out in assets before
common stockholders and after debt holders in bankruptcy.
Terms of the preferred stock are stated in a "Certificate of
Designation".
The terms can be for example:
Not to issue another series for example
in the coming 2 years
Inform PSH of any significant event
Take into confidence if debt need to be
increased beyond an indicted level
To redeem part of the preference
shareholders by amount or by series
Put and call option

3. Preferred stock
……..rights…….
Preferred stock usually has several rights attached to it:
• The core right is that of preference in the payment of dividends and upon
liquidation of the company. Before a dividend can be declared on the
common shares, any dividend obligation to the preferred shares must be
satisfied.
• The dividend rights are often cumulative, such that if the dividend is not paid it
accumulates from year to year.
• PS has no specified maturity but are often callable that is why people go for
preferred stock.
• Preferred stock may or may not have a fixed liquidation value, or par value,
associated with it. This represents the amount of capital that was contributed to
the corporation when the shares were first issued.
• Preferred stock has a claim on liquidation proceeds of a stock corporation,
equivalent to its par or liquidation value unless otherwise negotiated. This claim is
senior to that of common stock, which has only a residual claim.

4. Preferred Shares….fixed dividend
• Almost all preferred shares have a negotiated fixed dividend amount. The
dividend is usually specified as a percentage of the par value or as a fixed
amount.
• Sometimes, dividends on preferred shares may be negotiated as floating
i.e. may change according to a benchmark interest rate index such as
LIBOR.
• A) shares can be PS or CS, although CS are below PS but if CS are more, then
after paying dividend liquidity would be lesser for next year.
• Some preferred shares have special voting rights to approve certain
extraordinary events (a such as the issuance of new shares or the
approval of the acquisition of the company) or to elect directors, but most
preferred shares provide no voting rights associated with them. Some
preferred shares only gain voting rights when the preferred dividends are
in arrears for a substantial time.
• Usually preferred shares contain protective provisions which prevent the
issuance of new preferred shares with a senior claim. Individual series of
preferred shares may have a senior, pari-passu or junior relationship with
other series issued by the same corporation

5. Benefits of Conversion Option in Stocks
• Advantage of it to company is there all debt will be converted
to equity and in this way their debt to equity ratio will also
improve. May be company want to go for other debt and due
to their improved debt to equity ratio, it may be get loan on
cheaper rate.
• Advantages for subscriber are dividends, discount and also
they will be expecting that market will go up for stocks.

6. Preferred Shares….
Classes & Tax advantage
• A single company may issue several classes of preferred stock. For
example, a company may undergo several rounds of financing, with
each round receiving separate rights and having a separate class of
preferred stock; such a company might have "Series A Preferred",
"Series B Preferred", "Series C Preferred" and common stock.
• In the United States there are two types of preferred stocks: straight
preferreds and convertible preferreds. Straight preferreds are issued
in perpetuity (although some are subject to call by the issuer under
certain conditions) and pay the stipulated rate of interest to the
holder.
• There are income tax advantages generally available to
corporations that invest in preferred stocks in the United
States that are not available to individuals

7. Preferred Shares….
Tier I and equity rating
• One big advantage that the preferred provides its issuer is that the
preferred gets better equity credit at rating agencies than straight debt,
since it is usually perpetual. Also, as pointed out above, certain types of
preferred stock qualifies as Tier 1 capital. This allows financial institutions
to satisfy regulatory requirements without diluting common shareholders.
Said another way, through preferred stock, financial institutions are able
to put on leverage while getting Tier 1 equity credit.
• Suppose that an investor paid par ($100) today for a typical straight
preferred. Such an investment would give a current yield of just over 6%.
Now suppose that in a few years 10-year Treasuries were to yield 13+% to
maturity, as they did in 1981; these preferred would yield at least 13%,
which would knock their market price down to $46, for a 54% loss. (In all
probability, they would yield some 2% more than the Treasuries--or
something like 15%, which would take the market price down to $40, for a
60% loss.)

8. Standard Chartered Plans $3 Billion
Rights Offer
Purpose of Issue: Raise 1.8 billion pounds ($2.7 billion) in a rights offer to
bolster its finances as the global economic recession deepens. Rrights issue
is aimed at boosting the emerging markets bank’s capital reserves and
easing investors’ concerns about its ability to weather a severe economic
downturn.A rights offer is a better arrangement to strengthen their capital
ahead of a potential slowdown. There's a dilutive effect, but in the long run
it puts the bank in a better position.‘
• Chief Executive Officer said the capital- raising will provide a ``buffer in an
increasingly volatile environment'' as the bank tries to shore up defenses
against the financial crisis
• Right Offer: Offering existing shareholders 30 new shares for 91 already
held at 390 pence apiece, or a 49 percent discount to the last closing price,
• Standard Chartered declined 2.9 percent as of 8:03 a.m. in London trading.
The stock has dropped 60 percent this year, the second-best performer in
the six-member FTSE 350 Banks Index, which is down 59 percent.

9. Standard Chartered Plans $3 Billion
Rights Offer
• Right take-up” The bank said Singapore state investment company Temasek, its
biggest shareholder with an 18.99 per cent stake, planned to take up its rights and
was also participating in the underwriting of the issue, alongside JPMorgan, UBS
and Goldman Sachs.
• StanChart’s move will also provide a test of the willingness of UK institutional
investors to support capital raising by large financial institutions.
• Approval: StanChart already has the authority to issue up to a third of its share capital
without seeking approval from shareholders.
• StanChart’s rights issue gives all its existing shareholders the opportunity to take part
in the offering. This is a stark contrast with the recent move by Barclays, a rival UK
lender, which turned to investors in the Middle East for the majority of its £7bn
capital increase, denying existing shareholders the chance to participate.

10. Preferred Stocks
• Common types
• There are various types of preferred stocks that are common to many corporations:
• Cumulative preferred stock - If the dividend is not paid, it will accumulate for future
payment.
• Non-cumulative preferred stock - Dividend for this type of preferred stock will not
accumulate if it is unpaid. Very common in TRuPS and bank preferred stock, since under BIS
rules, preferred stock must be non-cumulative if it is to be included in Tier 1 capital.
• Convertible preferred stock - This type of preferred stock carries the option to convert into a
common stock at a prescribed price.
• Exchangeable preferred stock - This type of preferred stock carries the option to be
exchanged for some other security upon certain conditions.
• Monthly income preferred stock - A combination of preferred stock and subordinated debt.
• Participating preferred stock - This type of preferred stock allows the possibility of
additional dividend above the stated amount under certain conditions.
• Perpetual preferred stock - This type of preferred stock has no fixed date on which invested
capital will be returned to the shareholder, although there will always be redemption
privileges held by the corporation. Most preferred stock is issued without a set redemption
date.
• Putable preferred stock - These issues have a "put" privilege whereby the holder may, upon
certain conditions, force the issuer to redeem shares

11. Corporate Bond
• Common types
• There are various types of preferred stocks that are common to many corporations:
• Cumulative preferred stock - If the dividend is not paid, it will accumulate for future
payment.
• Non-cumulative preferred stock - Dividend for this type of preferred stock will not
accumulate if it is unpaid. Very common in TRuPS and bank preferred stock, since
under BIS rules, preferred stock must be non-cumulative if it is to be included in
Tier 1 capital.
• Convertible preferred stock - This type of preferred stock carries the option to
convert into a common stock at a prescribed price.
• Exchangeable preferred stock - This type of preferred stock carries the option to be
exchanged for some other security upon certain conditions.
• Monthly income preferred stock - A combination of preferred stock and
subordinated debt.
• Participating preferred stock - This type of preferred stock allows the possibility of
additional dividend above the stated amount under certain conditions.
• Perpetual preferred stock - This type of preferred stock has no fixed date on which
invested capital will be returned to the shareholder, although there will always be
redemption privileges held by the corporation. Most preferred stock is issued
without a set redemption date.
• Putable preferred stock - These issues have a "put" privilege whereby the holder
may, upon certain conditions, force the issuer to redeem shares

12. Corporate Bond
• A Corporate Bond is a bond issued by a corporation. The term is usually
applied to longer-term debt instruments, generally with a maturity date falling
at least a year after their issue date. (The term "commercial paper" is
sometimes used for instruments with a shorter maturity.)
• Sometimes, the term "corporate bonds" is used to include all bonds except
those issued by governments in their own currencies. Strictly speaking,
however, it only applies to those issued by corporations. The bonds of local
authorities and supranational organizations do not fit in either category.
• Corporate bonds are often listed on major exchanges (bonds there are called
"listed" bonds) Sometimes this coupon can be zero with a high redemption
value. However, despite being listed on exchanges, the vast majority of trading
volume in corporate bonds in most developed markets takes place in
decentralized, dealer-based, over-the-counter markets.
•

13. Call and Conversion option
Secured and Un-Secured
Senior vs Subordinate
• Some corporate bonds have an embedded call option that allows the issuer to redeem the
debt before its maturity date. Other bonds, known as convertible bonds, allow investors
to convert the bond into equity.
• Corporate debt falls into several broad categories:
• secured debt vs unsecured debt
• senior debt vs subordinated debt
• Generally, the higher one's position in the company's capital structure, the stronger one's
claims to the company's assets in the event of a default.
Risk analysis
• Compared to government bonds, corporate bonds generally have a higher risk of default.
• This risk depends, of course, upon the particular corporation issuing the bond, the current
market conditions and governments to which the bond issuer is being compared and the
rating of the company. Corporate bond holders are compensated for this risk by receiving a
higher yield than government bonds.

14. Dividends
• The word "dividend" comes from the Latin word "dividendum" ("thing to
be divided)
• Dividends are payments made by a corporation to its shareholder
members. It is the portion of corporate profits paid out to stockholders.[1]
• When a corporation earns a profit or surplus, that money can be put to
two uses: it can either be re-invested in the business (called retained
earnings), or it can be distributed to shareholders. There are two ways to
distribute cash to shareholders: share repurchases or dividends.[
• Many corporations retain a portion of their earnings and pay the
remainder as a dividend.

15. Dividends
• A dividend is allocated as a fixed amount per share. Therefore, a shareholder receives a dividend in
proportion to their shareholding. For the joint stock company, paying dividends is not an expense;
rather, it is the division of after tax profits among shareholders. Retained earnings (profits that have
not been distributed as dividends) are shown in the shareholder equity section in the company's
balance sheet - the same as its issued share capital. so their dividends are often considered to be a
pre-tax expense.
• Dividends are usually paid in the form of cash, and shares in the company (either newly created
shares or existing shares bought in the market.)
• Further, many public companies offer dividend reinvestment plans, which automatically use the
cash dividend to purchase additional shares for the shareholder.
• Dividend-reinvestment
• Some companies have dividend reinvestment plans, or DRIPs, not to be confused with scrips. DRIPs
allow shareholders to use dividends to systematically buy small amounts of stock, usually with no
commission and sometimes at a slight discount. In some cases, the shareholder might not need to
pay taxes on these re-invested dividends, but in most cases they do.