Module 2 · Corporate Issuers

Investors and Other Stakeholders

EN: Investor and stakeholder groups, claims, and conflicts.
VN: Các nhóm cổ đông/bên liên quan, quyền lợi và xung đột.

1. Stakeholder Groups Concept

  • Shareholders Common & preferred — residual claim.
  • Creditors Bondholders, banks — fixed claims, priority over equity.
  • Managers/Directors Run and oversee operations.
  • Employees Compensation, working conditions.
  • Customers, Suppliers, Government External stakeholders.

2. Equity vs Debt — Cash Flow & Risk Concept

  • Debt Fixed coupon, fixed maturity, priority in liquidation, no voting rights.
  • Equity Residual cash flow (dividends), no maturity, voting rights, last in liquidation.

3. Common Conflicts Concept

  • SH ↔ Mgmt Agency cost — managers may pursue empire-building over shareholder value.
  • SH ↔ Creditor Risk-shifting — equity prefers riskier projects (limited liability), bondholders don't.
  • Controlling vs minority SH Tunneling, related-party deals.

Practice problem Practice

Practice problem

Rank in order of priority on a corporate liquidation: common shareholders, senior secured creditors, subordinated bondholders, preferred shareholders.

Show solution
Liquidation waterfall: creditors first (secured → unsecured → subordinated), then preferred, then common.
1) Senior secured 2) Subordinated bonds 3) Preferred 4) Common