Zuckerberg teaches you how to keep control of the company
meirijingjixinwen· 2017-02-09 05:43:05
interface according to the news reported in February 8th, Facebook founder Zuckerberg has recently been small shareholders "forcing", was asked to leave the board of directors. But this will not have any impact on the ambitious Zuckerberg, but once again demonstrated to the outside world in his charitable ambitions and so on how to maintain the absolute control of the company.
Zuckerberg data figure
this group of small shareholders submitted a proposal to the Facebook, hoping to Zuckerberg out of the board of directors, with another independent selection for him. "We believe that the two roles are held by the same person, will undermine the quality of corporate governance, but also harm the interests of shareholders. "According to Venturebeat to obtain this proposal, small shareholders have said. The
proposal referred to the "two characters" refers to the company's "CEO" and "chairman of the board of directors of" two jobs, Zuckerberg won the position of chairman of the board in 2012, on behalf of the company the highest voice, now this group of small shareholders through the form of the proposal to Zuckerberg's right to protest.
the proposal was submitted by a consumer protection agency called SumOfUs. The agency is committed to limiting the company's right to prevent companies from tax evasion or pollution.
currently has 333 thousand people signed a petition. "The share of shares held by the four independent members of the SumOfUs makes it possible for us to submit the proposal. SumOfUs capital markets consultant Lisa Lindsley said.
"this proposal will not have any legal effect. "Beijing Allen & overy partner Raymond Wang explained to the interface of the news that this is a small shareholder daily phonation behavior, but also a way to get the attention of the organization. According to the standard practice of the proposal of the shareholders of listed companies, Facebook may be issued in April when the proxy statement issued a statement.
shareholders and the board of directors, the control of
, but this proposal caught Zuckerberg in corporate governance on the most controversial new shareholding structure, and pointed out that the implementation of the new board of directors will be able to fight the new architecture, "we need a new board of directors of the capital structure of the new leadership to deal with Facebook in 2016 by the capital structure, this will damage the interests of shareholders of a master, but did not affect the vast majority of the voting rights of the shareholders interests".
's new ownership structure refers to the resolution of the C class shares issued at the Facebook general meeting in June 2016 - a resolution to ensure that Zuckerberg's control over the company.
in December 2015 when her daughter was born, Zuckerberg and his wife Pulli Sheila · Chen promised to donate their holdings of Facebook99% shares for charity.
and equity is accompanied by control, in order to ensure Zuckerberg not to lose control of the donated shares, Facebook plans to issue C shares have no voting right, that is to say the future Zuckerberg donated shares class C shares, did not affect the control of the company.
there is no doubt that this is a double structure equity structure set for the company in Zuckerberg (Dual Class Structure), in order to ensure control of the company once again maneuvers.
listed in Facebook2012, Zuckerberg chose a two-tier ownership structure, the company issued A, B two types of shares. The so-called class a stock is an ordinary tradable shares, and B class shares in the economic rights and the same class a stock. But in the right to vote, B class vote equivalent to a class ten votes. The issue of the C class stock rights is only economic rights, do not enjoy any voting rights - so the shares do not lose the right to vote. To ensure that the listing of
double layer structure Zuckerberg and other founders of the equity dilution, but also in the general meeting of shareholders have absolute control over -- in the current Facebook's shareholding structure, Zuckerberg holds a 24% stake in the company, but has 56.9% of the voting rights.
but for a company with a board of directors, it is necessary to have a majority of seats in the board of directors to have absolute control over the company. Since the stock can not challenge Zach Burke, then the small shareholders who asked to withdraw from the board of directors of the board of directors of Mr., is to challenge the control of the company in the other hand, from the other side of the board of directors of the company, Mr. Burke.
Zuckerberg's position in the board of control is hard to come by. In August 2005, police in North Carolina Facebook founder Sean · found cocaine and arrested Parke in Residence Riviera, although not immediately released because of prosecution, he was the other members of the board of directors Jim · at the Facebook position; and the challenge of mine. The board of directors of
Facebook a total of five seats, Facebook first investor Peter · Theil occupies a seat, Sean · Parke a seat, and the second round of investor Accel Partners sent partner Jim · Breyer occupy a seat, Zuckerberg occupies a seat, and a seat vacant, and Zuckerberg this is the right decision.
in the drug scandal, Sean · Parke decided to leave Facebook, but on condition that Zuckerberg inherited his seat on the board, later, Zuckerberg has two additional directors decision will have seats by Mark · Anderson and Washington Post Dan & middot; Graham served as the two people, is undoubtedly a close ally of Mark.