American multinational technology conglomerate
Meta Platforms, Inc. - renamed from Facebook, Inc. in October 2021 - is the Delaware C-Corporation that owns Facebook, Instagram, WhatsApp, Messenger, Threads, and the Reality Labs division building Quest VR headsets and Ray-Ban Meta smart glasses.
It is one of the largest digital advertising companies in the world, with annual revenue above 150 billion US dollars, and it serves more than three billion monthly active users across its family of apps. The operational headquarters sit at 1 Hacker Way in Menlo Park, California, on the former Sun Microsystems campus, with major offices in New York, London, Dublin, and Singapore.
Legally, though, Meta is Delaware-domiciled, incorporated in 2004 as TheFacebook, Inc. before becoming Facebook, Inc. and finally Meta Platforms, Inc. The 2021 rebrand was purely a trade-name change - the legal entity, EIN, and Delaware file number all stayed the same.
Meta trades on NASDAQ under META, with a dual-class share structure that gives founder Mark Zuckerberg majority voting control despite owning roughly 13 percent of total economic equity.
Meta's Delaware setup is the textbook case for why founders should plan governance before the money arrives. Mark Zuckerberg holds Class B super-voting shares carrying ten votes each, while the publicly traded META ticker is Class A stock with one vote per share.
The result: Zuckerberg controls roughly 61 percent of Meta's voting power while owning about 13 percent of total shares outstanding - and because Delaware's General Corporation Law (DGCL § 151) explicitly permits unequal voting rights, that split is fully enforceable.
Activist investors have repeatedly tried to collapse the dual-class structure through shareholder proposals, and every one has failed for the same reason: the Class B votes outnumber them.
Delaware's Court of Chancery has also defended Zuckerberg's control in the In re Facebook Class C Reclassification Litigation, where a proposed Class C non-voting stock issuance was challenged and eventually withdrawn - not because Delaware forced the withdrawal, but because the case was making its way to a Chancery trial where the business-judgment rule would have been tested in public.
For a founder thinking about long-term control, the lesson is sequencing.
You have to create multiple share classes in your Delaware certificate of incorporation before any outside investor signs, because once you have VCs on the cap table with pro rata rights, they will resist dilution-flavored governance changes.
Meta also illustrates the limit of the structure: super-voting shares usually sunset on founder death or transfer, and Meta's Class B has specific conversion triggers written into its certificate.
Any founder copying this template needs a Delaware corporate lawyer to draft those trigger clauses carefully - too loose and you lose control at an awkward moment, too tight and the SEC or NASDAQ may object during IPO review.
Meta's certificate of incorporation, filed in Delaware, creates Class A shares with one vote and Class B shares with ten votes. Zuckerberg holds nearly all Class B shares, which gives him roughly 61 percent of total voting power while owning only about 13 percent of total economic equity.
Delaware General Corporation Law § 151 explicitly permits this kind of unequal-voting share structure, which is why nearly every founder-led US tech company that wants to preserve control chooses Delaware as its state of incorporation.
No. The October 2021 rebrand was a trade-name change only. The underlying Delaware C-Corporation, originally TheFacebook, Inc., then Facebook, Inc., now Meta Platforms, Inc., kept the same EIN, the same Delaware file number, the same incorporation date (July 2004), and the same stock.
Only the certificate of incorporation was amended to update the corporate name, which required a shareholder vote but no dissolution or reformation.
1209 N Orange Street in Wilmington, Delaware is the office of the Corporation Trust Company, one of the three major registered-agent services (alongside CSC and Cogency Global). Meta has used CT since its 2004 incorporation.
Using a professional registered agent is mandatory under Delaware law, it ensures service of process and annual-report notices are delivered reliably, and switching agents just to change addresses adds cost and paperwork for no legal benefit.
Yes, but only if you set it up before raising significant outside capital. VCs and later-stage investors almost always push back on super-voting founder stock because it limits their influence.
Delaware lets you authorize any number of share classes in the certificate of incorporation, with any voting ratio you want, but you need to draft the conversion triggers carefully, sunset on transfer, on death, or after a fixed period, to survive IPO review by NASDAQ, NYSE, and the SEC.
