SOOBEEZO
LEADERSHIP & CONTROL

Straightforward control. Protected on both sides.

The 30% is economic, not command. The founder's control is structural, held through ownership and super-voting shares, so it does not depend on running the company day to day. The founder can appoint a professional CEO and step back to control the group, while the partner keeps real protections and direct authority over the arsenal's leadership.

01Control at a glance

Who holds what

Majority
Founder voting control · super-votes
30%
Economic stake to the partner
5
Board seats
1
Representative per shareholder
2
People who can change the security MD
02Ownership vs control

Owning, controlling and running are three different things

The partner owns 30% of the value and the upside. The founder holds super-voting shares that keep control of direction through any dilution. And the CEO, a role the founder can hand to a professional hire, runs the company day to day. The partner's protection is not votes, it is consent on the matters that matter.

Today · founder at 70% economic
Economic ownership
Founder Partner
Founder 70%Partner 30%
The partner's 30%, the return and the upside, exactly as in the deal.
Voting control
Founder Partner
Founder ~96%Partner ~4%
Super-voting shares at an illustrative 10:1 vote multiple. The exact multiple is fixed in the shareholders' agreement and survives future rounds.
If the founder sells or dilutes down to 20% economic
Economic ownership
Founder Others
Founder 20%Others 80%
After selling or issuing more shares, the founder's economic stake falls to 20%.
Voting control
Founder Others
Founder ~71%Others ~29%
Same 10:1 super-vote: at a 20% economic stake the founder still holds ~71% of the votes, a clear majority.
Control across dilution levelsillustrative · 10:1 vote multiple
Founder economic stakeFounder votingKeeps control
70% (today)~96%Yes
50%~91%Yes
30%~81%Yes
20%~71%Yes
~10%~53%Yes
At a 10:1 vote multiple the founder keeps majority control down to roughly a 10% economic stake; a control floor written into the shareholders' agreement can hold it lower still. Illustrative, exact terms set with counsel.
Control is structural

The founder intends to step down as CEO and appoint a professional chief executive, and still control the company. Control comes from ownership and super-votes, not from a job title, so who runs the company can change without the founder ever losing control.

03The board

The founder chairs. A professional CEO runs it.

The founder chairs the board as controlling shareholder and appoints the CEO, but does not have to be the CEO. The board's five seats are the CEO and four non-executive representatives across finance, medical, business and infrastructure. Each shareholder appoints one representative, so every investor has a voice and none but the founder holds a controlling bloc.

Chair · controlling shareholder · casting vote
Founder
Holds the super-voting shares, chairs the board, and appoints and removes the CEO. Controls the group's direction through ownership and votes, not through an operating title, so the founder can step back from running the company and keep control.
Executive seat
CEO
Runs the company day to day. Appointed by the founder; reports to the board. As planned, a professional hire, not the founder.
Seat
Finance
Capital, treasury, audit and financial oversight.
Seat
Medical
Health-sector expertise, clinical and ethical judgment.
Seat
Business
Commercial strategy, go-to-market and partnerships.
Seat
Infrastructure
Systems, delivery, security and operations.
One representative per shareholder keeps the board accountable to its owners; the domain mix keeps it competent. The founder chairs with the casting vote, so the board governs but cannot be captured, whoever the CEO is.
04Decision rights

Who decides what

Every decision has a named owner. No grey areas, no deadlock.

DecisionWho decides
Day-to-day operations & running the companyCEO (may be a professional hire)
Appoint / remove the CEOThe Founder, as controlling shareholder
Board-level mattersBoard majority; Founder chairs with a casting vote
Reserved matters (sale of the group, new equity, arsenal scope, major budget, winding up)Require the partner's consent
Appoint / remove the Security Systems MDThe security organ or the Founder, only
Dilute or remove the founder's controlNot possible; entrenched in the super-voting share class and the shareholders' agreement
IP assignment / major licencesBoard + Founder
Enter a new market / jurisdictionBoard + General Counsel
The arsenal, locked

Only two hands can change who runs the arsenal.

The Managing Director of Soobeezo Security Systems, a cleared security officer, can be appointed or removed by exactly two parties: the security organ, or the founder. No board vote, no other shareholder, no commercial pressure, and no future investor can change it. The wing that matters most to the partner is under the partner's and the founder's hands alone.

Security organ · yes Founder · yes Everyone else · no
06Protections

Built to protect the founder, and to reassure the partner

The founder keeps control
  • Super-voting shares keep the founder's control regardless of economic dilution, now and in future rounds, and regardless of whether the founder holds any executive title.
  • Control is structural, not a job. The founder can appoint a professional CEO and step back from running the company, and still control the group.
  • The founder appoints and removes the CEO, and chairs the board with a casting vote.
  • The founder is one of only two parties who can appoint or remove the security MD.
  • The founder's control cannot be diluted away; it is entrenched in the share class and the shareholders' agreement.
The partner has peace of mind
  • A board seat plus full information and audit rights, nothing hidden.
  • Consent on reserved matters that protect capital: a sale, new equity, arsenal scope, major spend, or winding up.
  • Direct authority, with the founder, over who runs the arsenal.
  • Governance rights over the ring-fenced Security Systems entity.
  • Every arrangement is documented and externally audited, straightforward and checkable.
  • A small, expert, non-deadlocking board.
In one line

The founder controls the company through ownership and super-votes, whether or not the founder is CEO, so a professional chief executive can run it day to day while control stays put. The partner is protected on every matter that touches its money and its capability, and controls, with the founder, who commands the arsenal.