The influence of a founder - a Brainchip Story

It's worth reflecting on the structural challenges that can arise when a founder maintains a large, influential shareholding in a public company.

In BrainChip’s case, there’s no question that the founder has played an important role in bringing neuromorphic technology to market and establishing the company. But with that long-standing presence comes a unique dynamic that has both strengths and weaknesses—especially when that influence continues to shape board decisions, corporate governance, and investor communications.

Three areas of concern come to mind:

1. Ego and Alignment: It’s of course very natural for inventors to feel deeply connected to their creations. However, that connection can sometimes override objective assessment. Our founder has already written a book and intends to write more if my understanding is correct. I would have hoped that before committing to a new writing project that he might look to his reputation and see that he is in danger of significantly damaging the way he is seen in the market by not only his peers but especially his shareholders in Brainchip. The same shareholders that have backed his vision for coming up ten years now. He has his return, even at this price, because of the size of his holding. I’m questioning alignment here. The company under the influence of the founder who as we all know has the deciding vote must remain focused on its forward obligations to the market—not just its past innovation milestones.

2. Governance and Decision-Making: We've seen a revolving door of executives and directors over the years. It started with Robert Mitro, then Lou Dinardo and now Sean. Without the explicit vote of the founder none of these changes would have taken place because as we know, if you are on the inside and one of the cool kids, you are looked upon favourably. These various tenures have been interspersed with periods where the founder has taken the reigns in an effort to right the ship whilst the next replacement is found. During these times in particular we have witnessed comments about commercial progress that to date have amounted to nothing. Is this a signal that the founder simply can’t determine whether the products are attractive or he can’t read the room in relation to the sales and marketing side of the business. I fall to the latter side here but it is concerning none the less. This of course has created instability and that instability creates a perception of internal misalignment. Shareholders are also watching closely when longstanding relationships break down publicly, as appears to have happened with recent comments regarding former board colleagues seeking reelection. Think about the fact that a former board member and funder nominated himself for reelection. Why would some one do Thi unless they could see glaringly obvious issues that are in need of attention. I digress but I’m sure you can see what I mean here. These moments don’t just affect internal culture—they erode shareholder confidence.

3. Use of Voting Power: The founder’s substantial holding carries immense voting power that has without doubt over riden broader shareholder sentiment. When this power is used to re-elect directors, approve incentive structures, or push strategic shifts like redomiciling, it raises questions about whose interests are being prioritised. Or is it naivety on the part of the founder? Shareholders need to feel like their vote matters and their voices are heard—not just rubber-stamped. Have no doubt that if the founder had an issue with the chairman over his performance at the last AGM then he would likely not be the chairman any more. Likewise, the CEO! What does the board know that we shareholders are not allowed to even get a sniff of? How can an apparently high quality board not be able to craft a message or two to their shareholders in order to calm the waters and to give some confidence to us? It baffles me that they either can’t or won't address this. Again, why hasn’t the founder seen this and attempted to address it internally? He has the vote and power if required.

None of this is to deny the founder’s contribution. But it is to say that with undue influence comes undue responsibility—to the market, to transparency, and to the thousands of retail shareholders who do not have access to internal company information and rely on timely, consistent disclosure. Something that has sadly been lacking for years now.

The company has an opportunity to reset this dynamic—starting with better investor communication, clearer IR processes, and a governance framework that shows respect for all shareholders. If not addressed, the risk is ongoing mistrust, poor sentiment, and a stalled market valuation that fails to reflect the company’s technical promise. Worse still, Akida and Tenns could become irrelevant if they are not seen to penetrate more markets than just defence and government backed entities. This needs to happen pronto!

The question remains: What’s stopping this course correction? Is it inertia? A belief that outside perception doesn’t matter? Is it stupidity? Or something else?

Whatever the cause, the solution starts with self-awareness and action. Let's hope we start to see both ASAP.