in listed companies shareholders may vote to eliminate cumulative voting reduce the size of the board stagger the elections of directors (in CA: not allowed, UNLESS approved by shareholders; if stagger in 2 classes must have at least 6 directors; if stagger in 3 classes must have at least 9 directors) elect directors on separate ballots Devices must be used for proper corporate purposes (such as staggering elections to ensure continuity, but separate ballots not okay)