Reuters: Technology News: Shareholder sues Google to block stock split

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Shareholder sues Google to block stock split Apr 30th 2012, 20:07 Tweet Share this Email Print Related News Bank of America directors fight back over $20 million settlement 11:53am EDT Wal-Mart shareholder sues over bribery scandal Wed, Apr 25 2012 Oracle confronts Google's Schmidt about Java Tue, Apr 24 2012 Judge fast-tracks Icahn lawsuit against Amylin Mon, Apr 23 2012 Citigroup CEO and directors sued over executive pay Fri, Apr 20 2012 Analysis & Opinion Can Strine and Castel resolve forum fight in BofA derivative deal? Fate of ex-UBS client cases uncertain, lawyers say Google Inc's logo is seen at an office in Seoul in this May 3, 2011 file photograph. Credit: Reuters/Truth Leem/Files WILMINGTON, Delaware | Mon Apr 30, 2012 4:07pm EDT WILMINGTON, Delaware (Reuters) - Google Inc and its board were sued on Monday by a shareholder who wants to block the company's stock split plan because it entrenches the Web search company's co-founders Larry Page and Sergey Brin, according to court documents. Google announced the surprise stock split plan earlier this month, in which shareholders would get one new share of non-voting "Class C" stock for each existing "Class A" share. As a result, Google will be able to issue new shares for acquisitions and employee compensation without diluting the 56.3 percent voting stake enjoyed by Page and Brin or diminishing their "iron-clad grip" on Google, according to the complaint. Google did not immediately respond to a request for comment. The purported class action lawsuit by the Brockton Retirement Board accused the co-founders and Google's board of breaching their fiduciary duty to the company's shareholders. Page and Brin "wish to retain this power, while selling off large amounts of their stockholdings, and reaping billions of dollars in proceeds," said the complaint, which was filed in the Court of Chancery in Delaware, where Mountain View, California-based Google is incorporated. The lawsuit said the stock split will essentially grant billions of dollars of equity to the co-founders for nothing. The lawsuit also said the "special committee" of Google directors that approved the stock split did not seek a fairness opinion of its financial advisor and never extracted an agreement that the founders would continue working for the company. The case is Brockton Retirement Board v Larry Page et al, Delaware Court of Chancery, No. 7469. (Reporting By Tom Hals; Editing by Richard Chang) Related Quotes and News Company Price Related News Tweet this Link this Share this Digg this Email Reprints We welcome comments that advance the story through relevant opinion, anecdotes, links and data. If you see a comment that you believe is irrelevant or inappropriate, you can flag it to our editors by using the report abuse links. Views expressed in the comments do not represent those of Reuters. For more information on our comment policy, see http://blogs.reuters.com/fulldisclosure/2010/09/27/toward-a-more-thoughtful-conversation-on-stories/ Comments (0) Be the first to comment on reuters.com. Add yours using the box above.

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