Alibaba, the Chinese e-commerce company in which Yahoo! Inc. (NASDAQ:YHOO) owns 22.5%, said the so-called Alibaba Partnership will have exclusive rights to nominate a board majority.

Alibaba, which is planning a Nasdaq listing, has yet to name a price range or IPO size.

In a filing with the Securities and Exchange Commission Monday, Alibaba said the partnership, currently comprised of 27 members, includes founder and chairman Jack Yun Ma, who still owns 8.9% of the company, Joseph Tsai, executive vice chairman and part of the founding team, and CEO Jonathan Zhaoxi LU. 

It also said that both Yahoo and Softbank, which own 34.3% “will agree to vote their shares in favor of the Alibaba Partnership director nominees” at shareholder meetings. 

“This governance structure and contractual arrangement will limit your ability to influence corporate matters,” the company said in the filing. 

“The interests of the Alibaba Partnership may not coincide with your interests, and the Alibaba Partnership or its director nominees may make decisions with which you disagree. In particular, given that the Alibaba Partnership will be largely comprised of members of our management team, the Alibaba Partnership may have a perspective that differs from non-management shareholders on a number of important topics, including compensation, management succession, acquisition strategy and the long term business and financial strategy that we should follow.”