The Pulse
Anthropic Reportedly Seeks 50.1% Voting Power for Seven Founders
Anthropic is asking shareholders to approve a proposed share structure that would give its seven co-founders 50.1% of voting power on most corporate matters, according to The Information. The proposal would exclude board elections and prese
AI.info Team ·
A proposed majority for seven founders
Anthropic is asking shareholders to approve a new corporate structure that would give CEO Dario Amodei and his six co-founders a special class of shares carrying 50.1% of voting power on most corporate matters, The Information reported on September 24, citing people familiar with the planning. The proposed arrangement emulates a founder-control structure at Palantir. It is a reported proposal, not an official company announcement or a structure already in force.
The founders’ combined voting majority would depend on at least three of the seven retaining a minimum number of company shares, one person familiar with the planning told The Information. The report did not specify the required share threshold. The new shares would carry no additional economic interest, according to the report, and the founders would hold them through a separate limited liability company.
The proposal would strengthen the influence of a group whose ownership stakes are relatively small. The Information previously reported that Amodei owns about 2% of Anthropic and that the other co-founders hold similarly sized stakes. The company’s founders have also pledged to give away 80% of their wealth, the report said.
Board elections are carved out
The proposed founder voting power would not apply to board elections, according to The Information. Anthropic’s board has seven seats, one of which is currently vacant. The founders now can appoint two board members; under the proposal, that number would rise to three.
The Long-Term Benefit Trust would retain the power to appoint a majority of the board. The trust is made up of nonshareholders who advise Anthropic on safety and social issues and include former Federal Reserve Chair Ben Bernanke. The Information previously reported that the trust exercises its board-selection power through special shares without economic rights. The proposed founder voting bloc would therefore add influence over most corporate matters without displacing the trust’s reported role in board selection.
Employees could break some ties
Anthropic is also planning a special class of stock for employees that would serve as tie-breaker votes on some corporate issues, two people familiar with the planning told The Information. The report does not specify which matters would trigger those votes or how the employee shares would interact with the founders’ proposed voting bloc.
Together, the reported plans would create several distinct layers of governance: founders would hold a majority of votes on most company matters, employees could break certain ties, and board elections would remain outside the founders’ control. The published report does not provide the full share terms, the minimum holdings required to preserve the founders’ voting arrangement, or details about how the employee tie-breaker would operate.
The trade-off ahead of an IPO
The proposal comes as Anthropic prepares for a possible public listing. Special voting shares would let the founders retain greater influence over company decisions despite their relatively small ownership stakes and the prospect of outside shareholders. Investors in ordinary shares could therefore have less say over most corporate matters than the founders’ bloc.
The arrangement resembles the use of special voting shares by technology founders to maintain influence after a company goes public, but Anthropic’s proposal would share control among seven founders. The Information described Palantir’s founder-control structure as a model for the plan. The proposal remains subject to shareholder approval, and the report does not establish that shareholders have approved it or that Anthropic has finalized the terms.
For now, the reported 50.1% figure applies to most corporate matters, not board elections. The founders’ proposed majority also depends on at least three retaining an undisclosed minimum number of shares, while the trust would keep its reported power to appoint a majority of board members.