Recently, the Investor Coalition for Equal Votes (ICEV) has been sending letters to private companies requesting a meeting to discuss dual-class voting structures and their impact on corporate governance.

In the letter, ICEV discourages private companies from having a dual-class structure when they go public. However, if a company does go public with such structure, ICEV expects the company to have a time-based sunset provision of seven years or less. ICEV’s outreach appears to target late-stage private companies broadly regardless of their current capital structure.

According to the letter, ICEV members have approximately $3 trillion assets under management. Members appear to largely include the Council of Institutional Investors and its members, such as the California State Teachers Retirement System, Office of the New York City Comptroller, and Washington State Investment Board.

This article is part of Fenwick's monthly "Securities Law Update" that was authored by David A. Bell, Ran Ben-Tzur, Amanda Rose, and Merritt Steele.