Old Star, a Photo Art print by ClaraXenia, framed in wood and hanging in an interior

The Companies That Gave Themselves Away

Posted by Nils Lundvang on

On 14 September 2022 Yvon Chouinard announced that he had given away Patagonia. Two per cent of the company, the voting stock, went to a trust set up to keep it to what it says it is for. The other ninety eight per cent, all non voting, went to a nonprofit called the Holdfast Collective, which now receives whatever profit is not put back into the business, projected at around a hundred million dollars a year. His own phrase for it was that rather than going public, Patagonia was going purpose. Instead of extracting value from nature and transforming it into wealth, we are using the wealth Patagonia creates to protect the source. We're making Earth our only shareholder.

It was reported almost everywhere as something new. In Copenhagen it reads rather differently.

J.C. Jacobsen established the Carlsberg Foundation in 1876. He bequeathed his property to it in 1882, and after his death in 1887 the foundation took over the brewery on the first of October 1888. It has held the controlling interest ever since. The dividends fund basic research across the sciences, social sciences and humanities, the Carlsberg Laboratory that Jacobsen had already set up in 1875, and the museum at Frederiksborg Castle. A brewery has been paying for Danish science for well over a century, and it is not an eccentric exception.

There are getting on for a thousand foundation controlled companies in Denmark. Industrial foundations hold significant ownership in around half of the C20, the index of the country's largest listed companies. Novo Nordisk, LEGO, Maersk, Lundbeck and Carlsberg are all held this way. In 2023 those foundations put 18.1 billion Danish kroner into charitable purposes, more than half of it into research.

What the structure actually does is less romantic than the headlines and more interesting. It removes the exit. A company owned by a foundation cannot easily be sold, taken over or broken up for parts, because the owner is not a person who might one day want the money. That single fact changes the arithmetic of every long decision inside the business. An investment that pays back in fifteen years stops being an argument you have to win against shareholders who may not still be there in fifteen years.

The honest objections are worth stating with the same clarity. Removing the exit also removes the discipline that comes with it. A badly run foundation owned company is difficult to correct from the outside, because there is no takeover to threaten it with. The boards are largely self appointing, which concentrates a great deal of money and influence in small groups of people nobody elected. And it is not charity in the ordinary sense. The foundation only has anything to give away if the business underneath it makes money, which means the commercial pressure does not disappear. It moves.

The pattern that connects Jacobsen and Chouinard, a hundred and forty six years apart, is not generosity. Both men appear to have concluded that ownership was the thing that would eventually go wrong. The products were fine and the staff were fine and a strategy can always be adjusted. What cannot be adjusted is that a company with private owners ends up organised around what those owners will one day want out of it. Changing who owns it was the only intervention available that survives the founder.

That is the part worth sitting with for anyone running something small. Values written into a document are easy and they last exactly as long as the person who wrote them. Values written into an ownership structure are difficult, slow and legally awkward, and they carry on after everybody involved has stopped paying attention. The Danish model exists because a nineteenth century brewer thought about what would happen after he died and did something structural about it rather than something sentimental.

Intention is a very long way from any of this in scale. It is a small company in Copenhagen making Photo Art and clothing to order, and the questions above are the sort you think about long before you are in a position to answer them. They are still the right questions to be thinking about early, because ownership is one of the few decisions that becomes harder to change the longer a company exists. Everything on this page was easier to decide in year one than it will be in year twenty.

Jacobsen's foundation has now outlived him by more than a hundred and thirty years, and is still handing out money he made selling beer to people researching things he could not have imagined. Whether that counts as him giving the company away or as him keeping it in the most permanent form available is not a question with a clean answer.


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