Voting Shares in Australia: 2025 Guide for Investors

Australian investors are facing a renewed focus on corporate governance in 2025, and understanding voting shares has never been more critical. Whether you’re buying into a tech startup or weighing up blue-chip stocks, voting shares determine your influence over major company decisions—everything from mergers to board appointments. But as new regulations and shareholder activism trends shape the market, what should you know about voting shares this year?

What Are Voting Shares—and Why Do They Matter?

Voting shares are a class of equity that grants holders the right to vote on corporate matters at shareholder meetings. In most Australian companies, each ordinary share comes with one vote, but variations are on the rise. For example, dual-class share structures—where some shares have multiple votes and others have none—are being increasingly adopted by ASX-listed tech firms, mirroring trends in the US and Asia.

• Ordinary Shares: Typically provide one vote per share. Standard for most ASX-listed companies.
• Non-Voting Shares: Holders receive dividends but lack voting rights. Often issued to raise capital without diluting control.
• Dual-Class Shares: Some founders or early investors may hold shares with extra votes, helping retain control post-IPO.

For retail investors, understanding the voting power attached to your shares is essential, especially as companies adopt more complex structures to attract global capital.

2025 Policy Updates and Regulatory Trends

This year, the Australian Securities and Investments Commission (ASIC) has introduced stricter disclosure rules for companies with multiple share classes. The reforms aim to enhance transparency for retail investors and ensure all shareholders understand how their voting power stacks up. Notably:

• Mandatory Disclosure: ASX-listed companies must now provide clearer statements in annual reports about the number and type of voting shares on issue.
• Limits on Voting Power: New guidelines discourage excessive concentration of voting rights among founders or early investors post-IPO, aligning with international best practices.
• Shareholder Resolutions: In 2025, it’s easier for minority shareholders to propose resolutions, thanks to lower thresholds introduced by the Corporations Amendment (Shareholder Engagement) Act 2024.

These changes are designed to level the playing field and help retail investors make informed decisions about their influence in a company.

Real-World Impacts: Case Studies and Investor Considerations

Consider the recent ASX debut of fintech disruptor PayMate, which adopted a dual-class structure. Founders retained Class B shares with 10 votes each, while retail investors received Class A shares with one vote per share. Despite holding a minority of total shares, the founders controlled over 60% of voting power—a structure flagged by proxy advisers as a governance risk, but justified by the company as a way to protect long-term vision.

On the flip side, established giants like BHP and Commonwealth Bank maintain traditional one-share, one-vote structures, making it easier for institutional and retail shareholders to influence strategic direction. In 2025’s AGM season, several activist campaigns have successfully used voting shares to pressure boards on climate risk disclosure and executive pay.

• Check company annual reports for details on share classes before investing.
• Weigh up the benefits of founder-led vision against potential risks of limited shareholder influence.
• Consider participating in AGMs and voting on resolutions—your influence can be greater than you think, especially in tightly held companies.

Looking Ahead: How Voting Shares Could Shape Your Portfolio

As more Australian startups eye the public markets and global investors seek innovative structures, expect further evolution in voting share arrangements. Regulators are watching closely, with ASIC signalling further guidance may come on balancing innovation and investor protection. For now, voting shares remain a powerful—but sometimes overlooked—factor in portfolio strategy.

Whether you’re a seasoned investor or just starting out, understanding voting shares is key to making your money count in 2025. Stay informed, read the fine print, and use your vote wisely—it’s your voice in the boardroom.