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Who Cares About Majority Ownership Anyway?

Puppet Master

I often hear entrepreneurs express concern about not owning a majority of the stock in their company.  Typically they're worried about losing control as they give away equity to expand their team, secure partnerships and raise capital.  Crossing the half-way point in the company seems to be a scary milestone for some founders. 

In practice, however, there may not be a whole lot of difference for an entrepreneur between owning 51% and 49% (or less) of their company.  Moreover, many founders give away meaningful control long before they stop holding their majority stake or maintain meaningful control long after.

In my post How Companies Are Governed I describe the three ways in which key decisions are made within a corporation - by a vote of the preferred shareholders, board of directors and the common shareholders.  The remainder of the day-to-day decisions are made by the management team which may or may not include the founder.

As a result, owning a majority stake in the company (which means owning a majority of the common shares) really only gives the entrepreneur veto power over decisions put to a vote of the common.  This likely represents not only a small percentage of the company's decisions, but also a minor share of the decisions that the entrepreneur cares about, such as exit plans and setting the company's overall strategy.

As a result, I generally find the fear of losing a majority stake to be more emotional than practical - having a majority share of common often does not give the entrepreneur meaning control of the company. 

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