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How Anthropic is preparing for its IPO while keeping control away from investors

#anthropic #ai #governance

AI developer Anthropic is preparing for an IPO while retaining a public benefit structure designed to weigh long-term mission alongside profit through specialized board controls and trust oversight.

The company was founded in 2021 with the primary goal of ensuring that humanity can control and benefit from artificial intelligence in the long term. To protect this purpose, it operates as a public benefit corporation with a legal framework that allows it to consider a public mission alongside profit.

Who really controls the company?

Anthropic's governance system divides power between management, a special committee, the founders, and the employees:

  • The board of directors: The board is chaired by president Daniela Amodei and includes CEO Dario Amodei, as well as members Reed Hastings, Christopher Liddell, Vas Narasimhan and Gasmin Razavi, while there is one vacancy.
  • The special committee: A trust, known as the Long Term Benefit Trust, holds a special class of shares that can elect and remove a majority of the board of directors. The committee is chaired by Neil Shah and includes Ben Bernanke, Richard Fontaine and Christopher Stamps, with one vacancy.
  • The founders: Anthropic's seven founders jointly own a special class of shares that gives them 50,1% of the shareholder votes for the election of three board members.
  • The role of employees: The board's nomination committee may refuse to approve appointments or removals of a specific director by the special committee and refer the decision to the employees for a vote.

What will happen in the future?

This unusual way of governing won’t last forever. The founders can choose to end their control ten years after the company goes public, and control automatically ends if fewer than three founders remain. The special committee will continue to operate until 85% of common shareholders vote to end it or until it is removed with the approval of the board.

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