Understanding the Basics
Super Voting Shares
Super voting shares give founders disproportionate voting power, allowing them to maintain control despite owning a smaller percentage of equity. For example, at Meta (formerly Facebook), Mark Zuckerberg's Class B shares carry 10 votes each, compared to one vote per Class A share.
Alchemy Shares
A newer type of Founders Preferred shares (popularized by AngelList's standard documents) that function like common shares in daily operations but convert to preferred shares during financing events, potentially increasing their value during secondary sales.
Key Differences
Super Voting Shares
Advantages:
- Founders maintain decision-making control
- Protection from hostile takeovers
- Alignment of long-term vision
Considerations
- Generally opposed by venture capital investors
- May signal inexperience to potential investors
- Often must be eliminated before VC investment
Alchemy Shares
Advantages
- Function as common shares for daily operations
- Convert to preferred shares during financing events
- Allow founders to sell shares at higher valuations
Considerations
- Generally accepted if limited to 20% of shares
- Provides founder liquidity while building the company
- More favorable reception from venture capitalists
Implementation Considerations
Investor Relations Impact
Super voting structures require careful consideration of investor perspectives. While they provide stronger founder control, they may significantly impact your ability to raise venture capital. Consider:
- Investor perception of founder maturity
- Impact on power dynamics with the board
- Signal to the investment community
- Precedent from comparable companies in your industry
Market Requirements
Different investor classes may have specific expectations regarding stock structures, which may influence your decision to use various types of founder shares:
- Angel investor expectations
- Early-stage VC requirements
- Late-stage investor norms
- Public market governance standards
Best Practices
For Super Voting Implementation
- Reserve for founders with proven track records
- Consider implementing after achieving significant success
- Be prepared to eliminate for VC funding
- Understand the governance implications
For Alchemy Shares Implementation
- Limit to approximately 20% of shares
- Clearly define conversion mechanics
- Disclose structure to potential investors early
- Include appropriate transfer restrictions
Looking Ahead
Remember that while this overview provides a foundation for understanding your options, every startup faces unique challenges and requirements. Expectations also vary by industry, stage, and investor type.
Need help determining the right stock structure for your startup and ensuring proper implementation? Our team is here to guide you through the process and ensure your stock structure effectively supports your vision while meeting investor expectations. Contact us today to better understand the approach best suited for your business.
Frequently Asked Questions
FAQs
What are founder preferred shares?
Founder preferred shares are special classes of stock designed to give founders either greater control (super voting shares) or financial flexibility (alchemy shares).
Are super voting shares common in startups?
They are less common today. While some successful companies used them, most venture capital investors resist super voting structures in early stages.
Why are alchemy shares attractive to founders?
They allow founders to operate with common stock day-to-day but convert to preferred stock in financing rounds, often boosting liquidity and value.
Do unusual stock structures affect fundraising?
Yes. Investors prefer simplicity and transparency. Complex or founder-heavy structures may deter investment unless clearly justified and carefully limited.
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