Anthropic is asking shareholders to approve a new corporate structure that would grant CEO Dario Amodei and six other co-founders a special class of shares, giving them collective voting control over most company matters, according to people familiar with the matter.
One source said the new arrangement, modeled on the founder-controlled structure at Palantir Technologies Inc. (PLTR), would give the seven co-founders a combined 50.1% of voting power as long as at least three of them hold a minimum stake in the company.
This would significantly alter Anthropic's already unusual governance architecture, helping it withstand pressure from outside shareholders after an IPO and solidifying the influence of a founding team that holds a relatively small equity stake.
There is one important exception to founder control: Anthropic's board has seven seats, one of which is currently vacant, and the power to appoint a majority of directors belongs to the company's long-term benefit trust. The trust's members are not shareholders and include former Federal Reserve Chairman Ben Bernanke, and it advises the company on safety and societal issues. Under the proposed new structure, the trust would retain this power.
Founders can currently appoint two directors. Under the new corporate structure, that number would increase to three. The company is asking shareholders to approve the proposed plan within the coming days.
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