Debate over dual-class companies
Publication Date: February 26, 2018

Recently, SEC Commissioners Kara Stein and Robert Jackson gave speeches in Silicon Valley at separate events where they spoke about dual-class companies.  Commissioner Jackson addressed whether these structures, once adopted, should last forever.  Commissioner Stein described the mutualistic nature of corporations and applied that concept to areas in modern corporate governance.  She questioned whether dual-class companies provide a means to evade management and board accountability.  David Berger, a partner at Wilson Sonsini Goodrich & Rosati, published a response, which identifies some of the reasons companies adopt dual-class structures and suggests solutions to address some of the perceived problems with dual-class stock.

Read Commissioner Jackson's remarks >>

Read Commissioner Stein's remarks >>

Read "Why Dual-Class Stock: A Brief Response to Commissioners Jackson and Stein" by David Berger >>