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Marriott seeks to remove supermajority voting standard for corporate matters

Marriott International Inc. is proposing amending its certificate of incorporation and bylaws to eliminate the supermajority voting standard for certain changes to the hotelier's corporate governance matters.

Under the current supermajority voting standard, the removal of directors with or without cause, shareholder-proposed amendments to Marriott's certificate of incorporation and bylaw provisions, as well as certain transactions and business combinations require the approval of the holders of about 66.66% of the company's outstanding shares.

The proposed change would implement a majority vote standard for approving any such fundamental changes.

Marriott said its board recommends that shareholders vote in favor of the transaction at the company's annual stockholder meeting, scheduled for May 10, according to a March 25 filing.