The New York Times Co. (NYSE: NYT) shareholders were urged by Institutional Shareholder Services, an influential proxy advisory service, to withhold their votes from the company's board of directors to protest the newspaper publisher's corporate governance.

At issue is the dual-class stock ownership structure at the Times, which enables the Sulzberger-Ochs family to retain control. Morgan Stanley (NYSE: MS) fund manager Hassan Elmasry has tried unsuccessfully to get the Times to change the stock ownership structure. Sulzberger responded by withdrawing his family's money from Morgan Stanley.

ISS recommends that the jobs of publisher and chairman held by Arthur Sulzberger Jr. be split up. It didn't call for the removal of the directors but argued that they should be more accountable to shareholders.

Good point

Shares of the New York Times have dropped more than 50 percent over the past five years. There is little hope that they are going to recover anytime soon.

As I've said before I think the Times is a great but flawed newspaper and would be far better off as a private company. Note that I've done freelance work for the paper.

The Wall Street Journal (subscription required) sums up the situation well.

"The fight is quixotic, however, because the stock structure can be changed only by the controlling shareholders, and they have been unwilling to do so," the paper said.