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You're right that this was obvious, but I think the people actually guiding this vote did read the prospectus. It's just random armchair commentators who are ou

You're right that this was obvious, but I think the people actually guiding this vote did read the prospectus. It's just random armchair commentators who are outraged that this outcome is unfair. This vote was proposed by Trillium Asset Management, an activist investment group. They hold $7M of Facebook stock, and the group they lead to bring the ouster vote appear to control around $3B. These are people who knew what they were investing in, and decided to bring this vote to put pressure on Facebook, not in a deluded hope that it would pass. What's more, a bunch of the outside investors seem to want more leverage without wanting Zuckerberg out - there's a 15-point gap between "voted for a new chair" and "voted to end dual class stock". More broadly, this is just a round of the kind of corporate advertising via news that PG called the 'submarine' (http://www.paulgraham.com/submarine.html http://www.paulgraham.com/submarine.html). Trillium called a vote that couldn't pass, and was on hand to provide a pithy closing quote to Business Insider's reporter. BoingBoing is running the story with a narrative of fighting the evil tech billionaires, never mind that Doctorow normally hates the idea of companies "disciplined by shareholder choices". Meanwhile, Trillium's website posted the story "Trillium's Ongoing Pressure on Facebook Governance in the News" - this is a conscious and apparently quite effective effort to create a "Zuckerberg ignores his shareholders" narrative.

bilbo0s 7y ago
>this is a conscious and apparently quite effective effort to create a "Zuckerberg ignores his shareholders" narrative... My point is that the prospectus "...is a conscious and apparently quite effective effort to create a 'Zuckerberg ignores his shareholders' narrative..." It's quite literally, publicly stated company policy in this regard.
- Bartweiss 7y ago
  I guess the distinction I'm drawing is between can ignore and does ignore. Everyone who bought in knew, or should have known, that Zuckerberg had the power to ignore their votes. But in principle, that could have been limited to fending off raiders, mergers, or other harmful initiatives. By repeatedly demanding an executive chair to provide oversight, Trillium stresses the idea that Zuckerberg is using his majority vote to defend irresponsible leadership. Will anything actually come of it? Probably not, but if FTC or SEC pressure amounts to something real it might position them better to gain influence over the company.
  - AstralStorm 7y ago
    Why should SEC or FTC pressure anybody? If Facebook fails sure to irresponsible leadership, so be it. Someone will buy it off. The shareholders accept that risk and can always divest... About the only thing this fuss does is manipulate Facebook's share price. Of course, everyone wants a bigger piece of the pie, so they can try to bring even more political pressure on Zuck.

bilbo0s 7y ago

>this is a conscious and apparently quite effective effort to create a "Zuckerberg ignores his shareholders" narrative... My point is that the prospectus "...is a conscious and apparently quite effective effort to create a 'Zuckerberg ignores his shareholders' narrative..." It's quite literally, publicly stated company policy in this regard.

Bartweiss 7y ago
I guess the distinction I'm drawing is between can ignore and does ignore. Everyone who bought in knew, or should have known, that Zuckerberg had the power to ignore their votes. But in principle, that could have been limited to fending off raiders, mergers, or other harmful initiatives. By repeatedly demanding an executive chair to provide oversight, Trillium stresses the idea that Zuckerberg is using his majority vote to defend irresponsible leadership. Will anything actually come of it? Probably not, but if FTC or SEC pressure amounts to something real it might position them better to gain influence over the company.
- AstralStorm 7y ago
  Why should SEC or FTC pressure anybody? If Facebook fails sure to irresponsible leadership, so be it. Someone will buy it off. The shareholders accept that risk and can always divest... About the only thing this fuss does is manipulate Facebook's share price. Of course, everyone wants a bigger piece of the pie, so they can try to bring even more political pressure on Zuck.