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at1as • yesterday at 11:06 PM • 5 replies • view on HN

If this had happened at a more recent founder-led tech company, the board would have far less practical independence

Dual-class share structures have become the defacto standard for founder led companies, giving founders disproportionate (even majority) voting power.

Someone like Zuckerberg effectively controls the board and would be extraordinarily difficult to oust against his wishes (absent some exceptional legal intervention or a decision to step aside)


Replies

creato • yesterday at 11:16 PM

I think even if NVIDIA were founded recently, it still wouldn't have such a share structure. The companies that do have dual class shares are software companies that can grow significantly without raising a ton of capital. NVIDIA being a hardware company, that is a lot harder to do even today.

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paulryanrogers • yesterday at 11:36 PM

Crazy we even allow non-voting shares and multiple tiers of shares.

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lenerdenator • yesterday at 11:13 PM

And that’s precisely the sort of arrangement we should ban.

Humans need someone to be accountable to, even if it’s just some guy walking behind you saying “memento mori” twice a day.

paulddraper • today at 12:46 AM

Even among dual-class IPOs (which are the minority), only 18% of them have CEO control. [1]

That figure raises to about half if you include all officers/directors.

[1] https://www.law.nyu.edu/sites/default/files/Lowry%20-%20Buck...

HarHarVeryFunny • today at 5:04 AM

Anthropic are planning a bizarre share structure that strips any voting power from shareholders. They will have a single special founders share, held by some new entity owned by the founders, that has 51% voting weight. 1 share to rule them all.