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Let’s challenge our fixation on the principle of one share, one vote

What did the late Sir Hugh Wontner, Lord Mayor of London and Clerk of the Royal Kitchens, have in common with Larry Page and Sergey Brin?  Determination to keep control of what they regarded as their own business even though that business was a quoted company with widely dispersed shareholders.

Richard D’Oyly Carte, a theatrical impresario who grew rich on the proceeds of Gilbert and Sullivan operas, built London’s most luxurious hotel beside his Savoy Theatre on the Strand.  The Savoy Group, which came to own the Berkeley, Connaught, and Claridges, hosted celebrities and statesmen from around the world. Sir Hugh served as Chairman and CEO of the Group for forty years.

The hotels exuded elegance – they still do – but their management attached  more importance to satisfying the prestigious clientele than maximising shareholder value.  Charles Clore, an entrepreneur who specialised in acquiring companies for their undervalued assets, attempted to buy the group:  his failed attack was emulated later by another conglomerate whizz-kid, Nigel Broackes.    The most determined assault was made by Charles Forte, an Italian whose family had emigrated to Scotland.  After beginning his business career as proprietor of the Strand Milk Bar, close to the Savoy but aimed at rather different customers, Forte had built his own, larger but less grand, hotel and restaurant group.

Sir Hugh did not regard Clore, Broackes, or – especially – Forte as  suitable successors in  his role as meeter and greeter of the rich and famous.  By issuing voting shares to friends and family, he saw these raiders off :  even though Forte accumulated almost 70% of the shares in the company, he was never able to secure a majority of the votes.  After Wontner’s retirement, and the death of the last member of the D’Oyly Carte family, the group was sold to private equity house Blackstone.  Today the Savoy is owned by Prince Al-Walaweed of Saudi Arabia.

Brin and Page have announced a new corporate structure under which a single holding company will control not only their money machine Google but the range of innovative ventures, some wild, some wonderful, which are the product of their creative instincts and those of their colleagues.  Google – and, perhaps, some of its rivals – is becoming a new type of company – a venture capital conglomerate, a  cross between Berkshire Hathaway and internet incubator, bankrolling startup and developing businesses  from its internal cash flow.

Google’s is an intriguing business model which may or may not prove successful.  But such a development is possible only because Brin and Page have voting control of the company even though the main economic interest in the company’s shares is held by outsiders. Wontner’s haughty disdain – the tradesmen’s entrance, not the grand lobby, was the appropriate place for shareholders – is one reason why British institutions are today so wedded to the principle of one share one vote.  But are they right to do so?. The Savoy Hotel is a British national institution, alongside the Queen, the BBC and Wimbledon.  Would it have remained so if it had fallen under the control of Clore, Broackes or Forte?  Would their more financially focussed management actually have generated more shareholder value in the long run, and is that the relevant criterion anyway?   Shareholders in Google (soon to be Alphabet) know what they are getting, and seem to like it (if the upward progress of the company’s non voting  shares is any guide).  Even the cantankerous Rupert Murdoch, who still dominates his empire at the age of 83 through a dual class share structure, has done well for investors over the long run.  It is time to re-open a debate over share structures which has, on this side of the Atlantic, long been closed.