CBS claimed that Redstone sought to exploit her status as a controlling stockholder to force a merger with Viacom, in which Redstone, through NAI, also controls a majority of the voting power. CBS alleged that Redstone refused to agree to the proposed combined CBS/Viacom entity operating as a noncontrolled public company with a majority independent board, and refused to consider "typical public governance" measures or the submission of the transaction to a vote of CBS's unaffiliated public stockholders.