NorthWest Biotherapeutics Inc (NWBO)

[exwannabe]

I never really understood how voting works if you have a very large number of naked short sales.

Votes are based on the shares actually held and delivered.

For properly delivered shorts (legal or not), whoever loaned the shares is not entitled to a vote. So all balances.

For undelivered shares, then the party that paid for shares but did not receive them cannot vote. If one bought shares direct and they were not delivered, too bad. Take it up with the seller for not delivering.

So the issue you are discussing is Joe Retail who has shares at E*Trade. Say E*Trade has 100M shares their customers have paid for but only 99M have actually been delivered to them. Technically that is a problem, but in reality it never is because most retail do not vote,

Say 70M retail vote. E*Trade then votes (or dealer non votes) the remaining 29M

The only way it would matter is if the undelivered shares are so high they exceed the non-voted shares. And if you ever look at the numbers you will see that is not ever going to happen.

For NWBO the outstanding FTD number is typically under 10k. The number of non votes in the last election was around 200M.

EDIT: FWIW, a more interesting issue on this subject was with dividends. At first glance they are simple as the broker just makes good. But the does not solve the tax issue where the divi is taxed different, A few years ago the IRS decided that it was not worth effort to address this. Kind of like frequent flyer miles on company tickets that should be taxed as income.