Corporate Action

Corporate Action

A corporate action is any activity that brings material change to an organization and impacts its stakeholders, including shareholders, both common and preferred, as well as bondholders. Stock splits, acquisitions and company name changes are examples of mandatory corporate actions; tender offers, optional dividends and rights issues are examples of voluntary corporate actions. A spin-off occurs when an existing public company sells a part of its assets or distributes new shares in order to create a new independent company. Contrary to a merger, an acquisition involves a transaction in which one company, the acquirer, takes over another company, the target company. A cash dividend is subject to approval by a company's board of directors, and it is a distribution of a company's earnings to a specified class of its shareholders.

A corporate action is an event carried out by a company that materially impacts its stakeholders (e.g. shareholders or creditors).

What Is a Corporate Action?

A corporate action is any activity that brings material change to an organization and impacts its stakeholders, including shareholders, both common and preferred, as well as bondholders. These events are generally approved by the company's board of directors; shareholders may be permitted to vote on some events as well. Some corporate actions require shareholders to submit a response.

A corporate action is an event carried out by a company that materially impacts its stakeholders (e.g. shareholders or creditors).
Common corporate actions include the payment of dividends, stock splits, tender offers, and mergers and acquisitions.
Corporate actions must often be approved by a company's shareholders and board of directors.

Understanding Corporate Actions

When a publicly traded company issues a corporate action, it is initiating a process that directly affects the securities issued by that company. Corporate actions can range from pressing financial matters, such as bankruptcy or liquidation, to a firm changing its name or trading symbol, in which case the firm must often update its CUSIP number, which is the identification number given to securities. Dividends, stock splits, mergers, acquisitions and spinoffs are all common examples of corporate actions. 

Corporate actions can be either mandatory or voluntary. Mandatory corporate actions are automatically applied to the investments involved while voluntary corporate actions require an investor's response to be applied. Stock splits, acquisitions and company name changes are examples of mandatory corporate actions; tender offers, optional dividends and rights issues are examples of voluntary corporate actions.

Corporate actions that must be approved by shareholders will typically be listed on a firm's proxy statement, which is filed in advance of a public company's annual meeting. Corporate actions can also be revealed in 8-K filings for material events.

Common Corporate Actions

Corporate actions include stock splits, dividends, mergers and acquisitions, rights issues and spin-offs. All of these are major decisions that typically need to be approved by the company's board of directors and authorized by its shareholders.

Related terms:

8-K (Form 8K)

Companies are required by the Securities and Exchange Commission to file an 8-K to announce major events relevant to shareholders, such as an acquisition. read more

Cash Dividend

A cash dividend is a distribution paid to stockholders as part of the corporation's current earnings or accumulated profits and guides the investment strategy for many investors. read more

CUSIP Number

The CUSIP number is an identification number assigned to all stocks and registered bonds by The Committee on Uniform Securities Identification Procedures. read more

Dead Hand Provision

A dead hand provision is an anti-takeover strategy that gives a company's board power to dilute a hostile bidder by issuing new shares to everyone but them. read more

Ex-Dividend : Examples & Key Dates

Ex-dividend is a classification in stock trading that indicates when a declared dividend belongs to the seller rather than the buyer. read more

Friendly Takeover

A friendly takeover occurs when a target company's management and board of directors agree to a merger or acquisition proposal by another company. read more

Hostile Takeover

A hostile takeover is the acquisition of one company by another without approval from the target company's management. read more

"Just Say No" Defense

A "just say no" defense is a strategy used by boards of directors to discourage hostile takeovers by rejecting the takeover bid outright. read more

Mergers and Acquisitions (M&A)

Mergers and acquisitions (M&A) refers to the consolidation of companies or assets through various types of financial transactions. read more

Penny Stock

A penny stock typically refers to a small company's stock that trades for less than $5 per share and trades via over-the-counter (OTC) transactions. read more