扎克伯格为慈善基金留了三大“后门”

马克•扎克伯格对新生女儿的承诺令人瞩目——他在给女儿的公开信中说，和妻子普里西拉•陈将捐出99%的财产。按Facebook目前的股票价值计算，捐赠金额约为450亿美元。不过，这位Facebook联合创始人捐款的方式不太常见。他将对承诺捐出的资金有更多控制权，某些情况下也可以享受税收优惠政策。

新闻聚合网站BuzzFeed等媒体指出，扎克伯格夫妇建立的慈善基金会是一家有限责任公司，而非基金信托架构。科技和传媒界的一些人持批评态度，认为这样做冲淡了扎克伯格捐赠财产的慈善色彩。但也有人指出，这种方式能让扎克伯格做一些慈善信托办不到的事儿。

这种灵活性有可能让基金会更有效率，对扎克伯格家人来说也会比传统慈善信托更有利。

苹果创始人史蒂夫•乔布斯的遗孀劳伦娜•鲍威尔•乔布斯也曾以有限责任公司的形式创立基金会，名为Emerson Collective。公司可以做营利性投资或捐赠政治献金，而且，与慈善信托不同的是，政治捐款情况无需公开披露。正是这一点，让这种模式更具吸引力。

扎克伯格已经表示，该基金会的所有盈利都将用于慈善。以有限责任公司形式组建的私人基金会可能让所有者享受税收减免优惠，但仅限于向依据美国税法第501(c)条注册的非营利性组织捐赠的资金。

慈善专家劳拉•阿里拉加-安德里森和丈夫、硅谷风投人士马克•安德里森共同经营着一家私人基金会。她在接受《纽约时报》采访时说：“在当前环境下采用有限责任公司模式的好处在于，第一，为了达到理想效果，可以敏捷精准地作出反应。投资领域的选择也更自由，营利性和非营利性领域的投资可以同步进行。”

此前，扎克伯格以往所做的部分善举，曾因管理不当或模式不理想而备受批评。2010年，他们夫妇两人曾向纽瓦克的公立教育系统捐款1亿美元，希望改善当地教育水平。但批评者指出，其中很大一部分捐款都进了咨询机构的腰包，而且最终未能改善当地的教育体系，学生的成绩也未见起色，某些情况下甚至让问题恶化了。

由此，一些科技界人士猜测，正是因为出现了类似问题，扎克伯格此次才会决定建立有限责任公司模式的基金会，而不是常见的符合税法第501(c)条规定的慈善信托。在新的模式下，他对资金的去向和用途会有更多决定权，而不是单纯地把钱交给慈善组织或非营利服务团体，失去对资金的控制。

而之所以用这种模式建立基金会，另一部分原因可能是，即便扎克伯格捐出拥有控制权的股份后，仍然能继续控制Facebook。扎克伯格在Facebook持有约4.19亿股B类股份，每一股有10票的投票权。他不仅掌握着多数有投票权的股份，还通过代理投票权等方式控制着董事会。

12月初，当扎克伯格宣布设立慈善基金会的同时，Facebook也向美国证监会提交了相关文件，其中明确显示，扎克伯格打算长期控制公司。文件称，扎克伯格承诺在今后三年中每年向基金会提供不超过10亿美元的资金，而且他“打算在相当长的时间里保留多数投票权”。

纵观商界，除了捐赠模式，盖茨及其基金会和扎克伯格打算做的事最为接近。

微软前CEO比尔•盖茨及其夫人梅琳达建立的慈善基金会，是符合税法第501(c)条规定的慈善信托。与之相比，扎克伯格夫妇的基金会有些不同，主要是因为扎克伯格开始做慈善的年龄比盖茨年轻得多。盖茨夫妇的基金会是比尔•盖茨即将卸任时设立的，当时他42岁。扎克伯格今年才31岁，而且看起来他不太可能像盖茨一样放下工作专门做慈善。

盖茨夫妇于1997年建立了比尔和梅琳达•盖茨基金会。比尔•盖茨的朋友，同为亿万富翁的沃伦•巴菲特随后以合伙人的身份加入其中，承诺将440亿美元股票中的85%投入基金会。

今年6月份，盖茨基金会的总规模为413亿美元，这让扎克伯格的基金会显得略大一些。但由于扎克伯格基金会的价值是根据Facebook股价计算的，规模上下浮动也很正常。创立以来，盖茨基金会的捐款额已超过300亿美元。

慈善捐款之风在硅谷颇为盛行。已承诺捐出部分或全部资产的科技界亿万富翁包括因特尔联合创始人戈登•摩尔（他提出了摩尔定律）。迄今摩尔已捐出了大约30亿美元资产，另有50亿美元资产放在了他和妻子创建的基金会中。

其他热衷慈善的科技界人士还有eBay创始人皮埃尔•奥米迪亚和该公司前总裁杰夫•斯科尔，两人的捐款都超过10亿美元，捐赠对象包括各种慈善组织。微软联合创始人保罗•艾伦也是慈善达人，捐出的资金约有15亿美元。（财富中文网）

译者：Charlie

审校：夏林

Mark Zuckerberg’s pledge to his new daughter is an impressive one: Namely, that he and his wife Priscilla Chan will give away 99% of their net worth in their lifetime, as described in an open letter to their new offspring. That works out to about $45 billion, based on the current value of Facebook stock.

The Facebook co-founder is using a somewhat unusual structure in order to fulfill his charitable pledge, however—one that gives him more control over what happens to the money he is promising to give away, but still provides tax benefits.

As BuzzFeed and others have pointed out, the charitable foundation Zuckerberg and Chan have set up is a limited-liability corporation, not a charitable trust. Some in the tech and media community havecriticized this as making the announcement less obviously charitable, but others note that it will enable the Facebook co-founder to do things that charitable trusts are not allowed to do.

That flexibility could make the foundation more effective, although it could also benefit the Zuckerberg family more than a traditional trust.

Laurene Powell Jobs, the widow of Apple co-founder Steve Jobs, also has an LLC foundation, called the Emerson Collective, and the flexibility of that structure was apparently one of the things that made it appealing. Corporations can make for-profit investments and political donations—and unlike charitable trusts, they don’t have to report their political donations.

Zuckerberg has said that any money earned by the foundation will be put back into charitable efforts. Private foundations that are LLCs can generate tax savings for their owners, but only for funds that are given by the foundation to registered 501(c) non-profit entities.

“The beauty of having an LLC in today’s world is No. 1, you have the ability to act and react as nimbly as need be to create change,” Laura Arrillaga-Andreessen, a philanthropy expert who also runs a private foundation with husband and Silicon Valley VC Marc Andreessen, told The New York Times. “You have the ability to invest politically, in the for-profit sector and the nonprofit sector simultaneously.”

Some of Zuckerberg’s previous charitable attempts have come under fire for being mismanaged or poorly structured: In 2010, he and Chan donated $100 million to the Newark public-school system, to try and improve education success rates.

Critics say much of the money was soaked up by consultants, and that the donation didn’t ultimately improve the school system or the outcomes for students—and in some cases may have even exacerbated the problems.

Some tech industry insiders speculate that these kinds of problems could be part of the reason why Zuckerberg decided to make his foundation an LLC rather than a typical 501(c) trust. Instead of just giving money to existing charitable entities or non-profit services, which involves a loss of control, the structure could allow him to have a greater say in where and how the money is used.

Part of the reason for the makeup of the foundation could also be a desire to maintain his grip on Facebook even as he gives away the shares that give him that control. Zuckerberg owns about 419 million Class B shares of the company, each of which has 10 votes. And not only does he have a majority of the voting shares, but he also controls the board of directors in part through the use of proxy votes.

The Securities and Exchange Commission filing that Facebook made as part of the announcement of the Zuckerberg charitable foundation makes it clear that he intends to control the company for a long time. The document says that the Facebook co-founder promises not to give more than $1 billion per year to his foundation over the next three years, and says that he “intends to retain his majority voting position in [Facebook] stock for the foreseeable future.”

Apart from the structure of the entity doing the giving, however, Gates and his charitable foundation are the closest comparison to what Zuckerberg is trying to do.

Some of the differences between the Zuckerberg Chan Initiative and the charitable foundation set up by former Microsoft CEO Bill Gates and his wife Melinda (which is a 501c trust) stem from the fact that the Facebook co-founder is doing his charitable donating at a much younger age. The Gates set up his foundation near the end of his time as CEO, when he was 42. Facebook’s CEO is only 31, and he shows no signs of wanting to step aside to focus on charitable donations the way that Gates did.

The Microsoft co-founder set up the Bill and Melinda Gates Foundation with his wife in 1997, and his friend and fellow billionaire Warren Buffett later joined as a partner and committed to donating 85% of his $44 billion in stock to the couple’s efforts.

In June, the Gates Foundation had a total of $41.3 billion, which makes the Zuckerberg foundation slightly larger—although obviously that value could change over time, since it is based on the market price of Facebook’s stock. The Gates Foundation has given away more than $30 billion since it was created.

Donating to charity on a large scale is a well established trend in Silicon Valley. Tech billionaires who have committed to giving away some or all of their net worth include Intel co-founder Gordon Moore (the inventor of Moore’s Law). So far he has donated about $3 billion of his assets, and still has $5 billion left in the foundation he created with his wife.

Other significant tech benefactors include eBay founder Pierre Omidyar and former eBay president Jeff Skoll, both of whom have donated more than $1 billion to a variety of charitable interests, and Microsoft co-founder Paul Allen, who has given away about $1.5 bi