VEA Vice Chair Nell Minow is quoted in this Washington Post story about institutional investors challenging Facebook’s dual class structure.
Nell Minow, vice chair of the governance consulting firm ValueEdge Advisers, said it is not unusual to see several institutional investors slam a company’s practices — especially if there’s a major governance question at stake.
“Dual-class share structures are basically the company telling you they want access to the capital of a public company but the control of a private company,” she said. “It’s a win-win for insiders, but a lose-lose for investors.”
Minow said if she were to advise Facebook, she would suggest it adopt a sunset provision and allow minority investors to add directors to the board.
“I would say listen to your investors,” she said. “You don’t need to give up everything you have right now, but you need to allow some options.”