The Council of Institutional Investors has announced that it has filed petitions with the
NYSE and Nasdaq requesting that each exchange amend its
listing standards to address the issue of multi-class capital
structures (i.e., share structures that have unequal
voting rights for different classes of common stock). As requested
by the petition, the amendment would require that, going forward,
companies seeking to list with multi-class share structures include
provisions in their governing documents that would sunset the
unequal voting at seven years following an IPO and return the
structure to "one-share, one-vote" structures,
"subject to extension by additional terms of no more than
seven years each, by vote of a majority of outstanding shares of
each share class, voting separately, on a one-share, one-vote
basis." According to CII, unequal voting rights impair the
ability of shareholders "to hold executives and directors
accountable." But companies contend that these
