Facebook Investors Vote for Change at Top. But They Can’t Win

(Bloomberg) — Facebook Inc. Chief Executive Mark Zuckerberg has himself to thank for the fact he’s still chairman of the company’s board.

Results from the Facebook’s annual shareholder meeting last week show that many of the investor proposals intended to limit Zuckerberg’s power over the company he co-founded would have passed — if not for Zuckerberg’s voting power.

Apart from Zuckerberg’s nearly 4 billion votes, which give him control of the company, investors overwhelmingly supported proposed changes to Facebook’s corporate structure, according to a regulatory filing.

A proposal to restructure Facebook’s voting process and eliminate a class of super-voting shares that give Zuckerberg his control was supported by roughly 82% of the votes cast by shareholders other than Zuckerberg himself. That’s around the same support a similar proposal received last year at Facebook’s meeting. A proposal to replace Zuckerberg as Facebook’s chairman garnered 67% of the votes cast — excluding those from Zuckerberg.

Ultimately, shareholders knew going into the meeting that their efforts to limit Zuckerberg’s control would fail. The company recommended voting down these proposals, and Zuckerberg’s majority voting power ensured they wouldn’t pass.

But the numbers are a symbol of just how frustrated shareholders have become with Facebook and the man who runs the company. Facebook is at the center of numerous investigations over misinformation and privacy on the social network, and some politicians have called for the company’s breakup. Facebook’s repeated mishandling of user data is also expected to lead to a record-breaking fine from the Federal Trade Commission.

To contact the reporter on this story: Kurt Wagner in San Francisco at [email protected]

To contact the editors responsible for this story: Jillian Ward at [email protected], Andrew Pollack, Alistair Barr

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