Voting rights in your entity are an important element of its governance. Sometimes a minority investor, or group of investors, may want the right to vote (or veto) certain business decisions, even though they don’t have the equity to sway a vote. Nevertheless, you may want to give them certain veto rights as part of sweetening their interest. Super-majority voting can create another level of complexity to your Operating Agreement or Shareholder Agreement, but may be worth it if the alternative is unanimous voting.