As with most companies going public, Facebook's IPO filing Wednesday brought to light the company's financials and other astonishing revelations that could either make or break the multi-billion dollar business.
As required by law, the giant networking company outlined 38 risk factors that could adversely affect Facebook. While some of the major risks listed involve government regulation, censorship in foreign countries and Unfavorable media coverage, the most unexpected threat apparently comes from Facebook's very own founder Mark Zuckerberg.
At just 27, Zuckerberg owns 28.2 percent of Facebook shares, the largest single stake in the company. At a valuation of $100 billion for Facebook, Zuckerberg's stock would be worth a staggering $28 billion.
The 150-odd page IPO prospectus highlighted the undisputed authority Zuckerberg will continue to have over Facebook. According to the document, Zuckerberg has the ability to control management and affairs at the company as well as the election of directors. Moreover, the CEO has 56.9 percent of voting power and the right to choose a successor in the event of death, provided Zuckerberg still has control over the company.
Eight years into the company since its creation in 2004, Zuckerberg has shown no signs of slack, but has rather steered the business into his own hands.
In 2009, the computer prodigy along with Facebook's board of directors implemented a dual-class stock structure that gives Zuckerberg ten times the voting power. Also keep in mind, that Zuckerberg has control of three board seats out of five, which in the process made him an incredibly powerful player in the company.
Because Mr Zuckerberg controls a majority of our outstanding voting power, we are a 'controlled company' under the corporate governance rules for publicly-listed companies, the Facebook filing said.
According to the Washington Post, potential investors may stave off Facebook's IPO upon learning Zuckerberg's fierce control over company matters.
Charles Elson, professor at the University of Delaware corporate-governance, reportedly told the publication that shareholders other than Zuckerberg would have a majority economic position and a minority voting position.
The public has no say in the control of the board, which in my view is terribly harmful to any notion of accountability, Elson was quoted saying to Washington Post. It's very troubling to investors, and it's a bad bet for them.
Zuckerberg also has a say on how the Facebook website works. The CEO's social mission to change the way people share information is what made Facebook what it is today. And in many ways, this vision is never questioned nor challenged.
Mark Zuckerberg does have the longest experience as head of a social networking company, Azita Arvani, principal of the Arvani Group, was quoted saying to the E-Commerce Times. So far, he has been able to attract savvy mentors to help him run the company.
The CEO definitely has the knack of luring the best talent, especially from rivals such as Google and LinkedIn. Most notable is Sheryl Sandberg, who is Facebook's Chief Operating Officer. Although Sandberg is designated alongside Mark Zuckerberg as the two key personnel, without whose services Facebook says could disrupt our operations, it remains clear who the boss is.
Shareholders may fear the man who controls the company they hold stock in. However, considering how Zuckerberg has made millionaires out of Facebook's employees post IPO, it might certainly be a shot worth investing.