Emory Corporate Governance and Accountability Review


Olivia Wang


Alibaba Group Holding Ltd., a company adopting a dual-class share structure, turned to NYSE as a result of the policy that allows companies with a share structure different than the normal 'one share one vote' structure. Not every stock market in the world adopts the same policy; the availability of the dual-class share structure in the US stock market became an attraction for companies with the ambition to go public, among which are high-tech companies such as Google and Facebook. However, dual-class share structure is disfavored by investors. They fear that they would be underrepresented and given insufficient protection in the publically-traded companies. This article seeks to rebut some of the worthy goals of dual-class share structure, such as 'allowing shareholders to more easily and efficiently monitor performance of directors', and points out the danger that such structure may eliminate market checks on managerial misconduct.