Session 2: Corporate Control

Institutional investors generally oppose dual class share structures and tenure voting because they make corporate control uncontestable. In contrast, control enhancing mechanisms can prevent “amoral drift”; incumbents can pursue socially desirable actions that do not maximise shareholder without the threat of a hostile takeover or loosing board control. Should “pro-social” investors promote the use of dual-class shares? Should institutional shareholder have counterveiling powers, like representation on the nominations committee or voting lists?