Toyota Motor Corp. has won approval to sell a new class of stock to long-term shareholders, a proposal that divided proxy advisers and drew criticism from foreign investors.

The proposal passed on Tuesday with about 75 percent of shareholders voting in favor, Kayo Doi, a company spokeswoman, said after the carmaker's annual meeting at its headquarters in Toyota, Aichi Prefecture, the same day. Model AA shares, named after Toyota's first car, will be restricted from trading for five years. In exchange, the company pays a fixed dividend and will offer to buy back at the issue price.

Toyota has said its motivation for creating the stock is to attract shareholders who will support the costly investments it makes to develop cars that take years to pay off. The proposal drew criticism from proxy adviser Institutional Shareholder Services Inc. and investors including the California State Teachers' Retirement System for being sold only in Japan and lacking any benefit for common stockholders.