I was looking at a few Swiss companies, and I noticed that some of them have two classes of shares: voting and non-voting. For a small investor who does not vote, what are the material differences between voting and non-voting shares?

Specifically, I am interested in these two companies:

  • Roche Holding AG — bearer shares (Inhaberaktie) (SIX: RO) vs non-voting equity securities (Genussschein) (SIX: ROG).
  • Chocoladefabriken Lindt & Sprüngli AG — Registered Shares (SIX: LISN) vs Participation Certificates (SIX: LISP).

For both companies, both classes of shares pay dividends. The non-voting shares are almost always more liquid than the voting shares. Adjusted for dividend rights, the voting shares usually sell at a premium to the non-voting shares.

Generally speaking, should I purchase the non-voting shares because of greater liquidity and lower price? What are the valid reasons to purchase voting shares (RO and LISN) when they are more expensive?

I have already read Roche's website and Lindt's website, but I am just as clueless as before reading them.

  • Not a full answer, but look into 'bearer shares', which it seems both of your 'non-voting shares' actually represent. Looks like these historically have been purchased without disclosure of ultimate owner, and the concept seems to be falling away globally; not sure if Switzerland is planning to transition away from them as well. Oct 30 '20 at 18:55

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