At Google's parent company Alphabet's annual meeting today, shareholders are planning to introduce 13 resolutions calling for a range of changes at the company. The most dramatic, by far, is a proposal to break the company into smaller pieces before the U.S. government forces the move.
Like other major tech companies facing shareholder activism, the proposals are all likely to fail due to the multi-class share system that vests most of the voting control with insiders. In this case, founders Sergey Brin and Larry Page control a combined 51 percent of voting shares.
In fact, another of the proposals introduced would change that structure so that every share has an equal vote. Over the past few years, this proposal has garnered as much as 88 percent of non-insider votes, signaling that there is actual energy behind the movement to wrest absolute control from Google's founders, but so far the company hasn't been interested in making a change.
After a series of mounting challenges including increase regulatory scrutiny, privacy concerns, and employee walkouts, Google is under immense pressure to make change, but the real question is, will these moves result in more than a symbolic statement?
A proposal to break up Google.
The reason shareholders want to break up the company has to do with two factors. First, they believe there would be increased value unlocked by separating out business functions like Gmail, GoogleAds, or search.
Second, the shareholders believe that Google is going to be forced to break up eventually, so it's better to do so on its own terms. I'm not convinced Google is sure to lose any case that regulators may bring, but that's not the only consideration. Even the battle could cause deep wounds to the company for the foreseeable future.
The bigger problem for shareholders is that these proposals have no chance of passing, meaning that they "own" part of a company over which they have no voice. Believe it or not, it's a problem for Google as well.
The founder's temptation.
As a founder, it's tempting to think of the business you created as 'yours.' At first, in many ways, it is. You may very well own 100 percent of the company, make all the decisions, and in many cases be the only employee. But as you grow, your role and your responsibilities change.
As soon as you bring on employees you become responsible for providing an environment where they can grow and thrive. You also become, in some ways, responsible for the financial well-being of others. The decisions you make directly affect them and their families.
When you bring on investors, your role changes again. In exchange for financing, you give up not only some ownership, but also autonomy. Every founder would love to be able to bring on investors' cash, without having to give up any control, but that isn't the way it works. Even if you maintain effective control of your business, you are now responsible to people who have directly invested not just in your company, but in you and your idea.
Lately, when tech companies go public, they've gotten away with taking shareholder's cash without letting go of control. The problem is that founders and shareholders have different priorities and that dynamic requires a careful balance that doesn't exist when founders maintain overall control.
An increasingly common problem.
It's not entirely the founders' fault. Investors have been eager to put their money in the hottest new thing in hopes of oversized returns, and in that there has been almost no incentive to give shareholders a vote equal to their ownership.
Google isn't the only one. Facebook has faced similar pressure from shareholders to remove CEO Mark Zuckerberg from the Chairman's role, but like Google, he exerts extraordinary control over the voting shares of the company.
If you're an investor, you have to ask yourself how many of your resources do you want to trust with a company that believes that only its founders know best.
And if you are a small business owner, consider that as you grow, yours isn't the only voice with something valuable to say. The people who have put their money where their mouth is deserve to be heard.