A Google Shareholder is Suing the Company Over the TikTok Ban

WIRED

10-06-2025

Jun 10, 2025 1:34 PM Silicon Valley software engineer Tony Tan says his battle against Google and the Trump administration is about upholding the rule of law. The TikTok app page in the Google Play Store. Photograph:The Trump administration is still refusing to enforce a federal ban on TikTok, and Silicon Valley software engineer Tony Tan is fed up. Last month, Tan sued the US Department of Justice for allegedly failing to turn over records about why it has not taken action against Google and Apple, which Tan believes are violating the law by continuing to host TikTok on their respective app stores.
Tan is now stepping up his fight against what he sees as a worrying and potentially costly trend away from respecting the American legal system. On Tuesday, he filed a shareholder lawsuit in Delaware state court against Google's parent organization Alphabet. Tan alleges the company wrongfully denied a request he made for internal documents about Google's decision to risk billions of dollars in fines by not complying with the TikTok ban.
'The biggest thing that motivates me here is I've been frustrated by the volume of recent attacks on our legal system,' says Tan, who is in his late 20s and owns a small number of Alphabet shares directly and through investment funds. 'If Google is outright breaking the law, and they don't have to acknowledge it, they very much are above the law, and that doesn't seem right to me.'
Google declined to comment on the lawsuit. But in a letter to Tan's attorneys seen by WIRED, a lawyer representing Google questioned whether the tech giant was really violating the TikTok ban, calling the idea an 'unsupported legal conclusion.' Tan's records request 'appears simply to be wondering if Alphabet is complying with applicable laws,' Doru Gavril, a partner at the firm Freshfields, wrote in March. 'Curiosity alone is not a basis for a books and records inspection demand.'
TikTok's future in the United States has been under threat for years. President Donald Trump tried banning the app during his first term in 2020, arguing it posed a risk to national security because it was run by ByteDance, a Chinese tech company. After years of congressional debate and a legal battle that made it up to the Supreme Court, a law banning companies such as Apple and Google from helping to distribute TikTok and other Chinese apps in the US went into effect this past January.
TikTok then disappeared from app stores for about half a day, until Trump issued an executive order pausing enforcement of the law and giving ByteDance time to reach a deal to reduce its ownership stake in TikTok's US operation. In the months since, Trump has used the popular video platform as a bargaining chip in high-stakes trade negotiations with China.
Legal experts and some lawmakers have questioned the legality of Trump's order, which expires next Thursday. But there haven't been any known legal challenges to it, and the president has indicated that he will extend the pause again as discussions with Beijing continue.
Tan, who declined to say whether he personally supports the TikTok ban, believes the central issue is enforcement. 'There is a federal law that says the TikTok app should not be on your store, and I can see TikTok is on the app store,' he says of Google. 'Congress passed the law, and the Supreme Court upheld it. It's not debatable.'
In his view, Google is openly ignoring the law, and he wants to understand the legal basis for that decision, as well as the extent to which shareholders should be worried about Google's potential liability. 'I felt I should join the someones who are doing something,' Tan says. Books and Records
Tan has a history of using records requests and litigation to investigate and combat what he views as injustices. In 2019, he sued a New Hampshire hotel for allegedly violating anti-discrimination laws by barring bookings from adults under 21 years old. Tan says he dropped the case after the hotel amended its policy.
This February, Tan filed a public records request with the US Department of Justice seeking copies of letters that Attorney General Pam Bondi reportedly sent to companies such as Google and Apple advising them that they would not be held liable for continuing to distribute TikTok. After the attorney general's office claimed it did not have records matching Tan's request, he took the Department of Justice to court. (The New York Times has filed a similar lawsuit.) In a court filing, the Justice Department denied any wrongdoing.
In March, Tan requested minutes and materials from meetings of Alphabet's board of directors related to the TikTok ban, including the same reported letter from the attorney general. Tan made his request under a law in Delaware, where Alphabet is incorporated, that allows shareholders acting in 'good faith' to inspect 'books and records' when investigating suspected mismanagement. Through a series of exchanges between Alphabet's attorneys and his, Tan learned that the company possessed about half a dozen relevant documents, but that it wouldn't turn them over unless ordered to do so by a court.
'The board minutes will show whether or not the board discussed the risks associated with making the TikTok application available through Google Play and, if so, whether and how
they assessed the risk of liability,' Tan's lawsuit filed on Tuesday states. 'The board minutes will also show whether the board considered whether making TikTok available through Google Play constituted a positive violation of federal law.'
Companies that violate the TikTok ban by continuing to distribute the app can face penalties of up to $5,000 per user. Tan's lawsuit alleges that Google should not be relying on Trump's executive order and Bondi's letter alone to shield them from legal risks, and that the tech giant could be held liable by a future president—or even by Trump, who is known to frequently change his mind.
Gavril, the attorney representing Google, contended in one exchange with the attorneys representing Tan that 'a lot of planets would have to align for that hypothetical harm to become reality. Some would argue that a concerned shareholder should wait for there to be an actual harm before progressing to investigate how it came to be.'
Alphabet and Apple have yet to specifically mention the TikTok law in shareholder disclosures listing risks to their businesses. Akamai, which provides content hosting services to TikTok, wrote in a February disclosure that the attorney general determined the company could continue serving the app 'without incurring any legal liability,' but added 'there is no assurance that we will not be exposed to liability' in the future.
Tan says that many incidents under Trump 2.0 this year have left him concerned about the rule of law, the foundational democratic principle that everyone should be treated the same way by the government. But the TikTok situation was one he felt capable of investigating, and as a shareholder of tech companies such as Alphabet, he felt a duty to try to protect his own bottom line. 'If these companies are openly willing to break the law, will others be pressured into breaking the law because it's politically convenient?' he says. 'Will shareholders be left holding the bag when the legal liability comes due?'
Tan says his work in tech has nothing to do with TikTok or Google, but in general, he doesn't want the industry he is part of a trend toward what he considers flagrant lawbreaking. He claims no one—not even friends and family—has encouraged him to pursue his lawsuits over the TikTok ban. His attorneys at Berger McDermott have represented Meta in the past, but the social media company has no hand in his cases, he says. Tan adds he is paying standard rates for his legal representation. 'It's been expensive,' he says, 'and it's going to be more expensive.'
Tan explains that he prioritized challenging Google over other companies, including California-incorporated Apple, partly because of the Delaware law allowing him to seek internal records. In recent years, shareholders have filed an increasing number of these kinds of requests, with the hope of using the obtained records as the basis for shareholder resolutions or lawsuits against executives and board members. Most requests are resolved informally, but some end up in court.
In March, Delaware enacted a law aimed at limiting the records companies must turn over, which could hamper Tan's request. Lawmakers in the state acknowledged they were under pressure to stop the flight of companies like Tesla to jurisdictions with more business-friendly statutes.
Roy Shapira, a professor of law at Reichman University who studies corporate governance in Delaware, says that shareholders trying to hold a company accountable for intentionally violating the law may now find it even more difficult 'to show what directors knew and when they knew it.'