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tnicks

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"In the early 2000s, a whistleblower known only as "Deep Throat" played a crucial role in exposing the Watergate scandal, which eventually led to the resignation of U.S. President Richard Nixon." - Chapter 7

Watergate took place in the early seventies (72-74). Mark Felt was identified as Deep Throat in 2005 but was the informant in the 70s. The point on anonymity stands however.

"I want to say I like A more than I like B"

You can convey this by only submitting a single choice on your ballot (a powerful tactic in AV). Conversely, you can vote everyone BUT the one you wish to harm. And by default you can vote NOTA. While it may be that Approval Voting is not the "perfect" answer, it is far better than most and comes with the added benefit of easy adoption/implementation and simple explanation.

There are three points of his, with which I have personal experience, where I believe the article is incorrect.

1. Division of ownership in an LLC can be made very similar to a C-Corp. In all rights and restrictions. In an LLC it is typically called a Unit instead of a Share. You can sell a PPM (Private Placement Memorandum) for Units, at some par value, to raise money. You can dilute Units. Units can have voting rights or not. His statement on division is clearly incorrect from my own company where we had many initial investors. Some were institutional, some were individual, some were via investment vehicles.

2. He states LLCs don't have Options. This is also not entirely true. The similar vehicle in an LLC is called a Warrant. Warrants can have the same rights and restrictions as Options. Warrants are used to incentivize employees with ownership rather than cash. Again, in our company we used Warrants to attract talent and compensate early employees to great effect.

3. Protection is another point he brings up. Yes the Corp (C and S) is battle tested in the courts. Yes LLCs have not been tested to quite that extent. However, to flatly state that a C Corp will protect you is a little overselling what the reality is. The Corporate Veil is not impermeable. As a matter of fact, it is most often pierced (outside of blatant misconduct) by attacking under or low initially capitalized companies and closely held businesses. Companies like startups who start small and become successful quickly.

I see this particular article as not having researched LLCs, their use case, and the benefits they possess in some cases over Corporations. I understand no SV VCs will talk to you unless you have a C-Corp. I get it many Lawyers in the startup ecosystem want you to create a C-Corp. But this is truly a small percentage of businesses and even a small percentage of startup businesses.

Why blanket write off any particular solution (or all others for that matter) without first checking to see if it can meet your specific needs?

"...remember Apple, Google and a slew of other companies are recognised corporate tax cheats..."

I fail to see how one can make this assertion without any citations. Apple has paid over 19B in tax expenses in 2015 [1]. Alphabet(Google) has paid over 3B[2]. No other company I could find came remotely close to Apple's level. For some perspective, their tax expense is greater than 44% of the world's countries GDPs[3]. If one reads the definition of tax cheat at Investopedia[4] it does not apply to Apple nor Google.

You may not like those companies and you may not believe that they pay enough in taxes but this does not connote that they are "recognized tax cheats".

[1]https://finance.yahoo.com/quote/AAPL/financials?p=AAPL [2]https://finance.yahoo.com/quote/GOOG/financials?p=GOOG [3]https://en.wikipedia.org/wiki/List_of_countries_by_GDP_(nomi... [4]http://www.investopedia.com/terms/t/tax-cheat.asp

I was in VDNKh in Moscow in 2006 and I saw "what I thought" was the Buran there. Not sure if it was a mockup. All the articles I am finding are saying it wasn't moved to VDNKh until 2014 but I have a picture of myself in front of it eight years prior.

So some back of the envelope calculations here...correct me if I misstep:

They average 5.70 per product. Assumption - 1 product per hour. Assumption - 20hrs/day (leaving time for adding more plastic and down time)

This totals about $114/day and at 7 days a week this would take approx. 16 days to pay for the box itself. Now include expense of filament (again, approx $20 per day for 20 pieces or so, this is a guess and highly depending on the product and I am assuming they took that into account) for a total of about 20 days of constant 20hr/day operation to pay for just the materials and printer. Now include the costs of creating a queuing system for procrastinators who don't pick up their stuff right away. And technician time to manage errors, refills, maintenance, etc. If you can get 250 people to buy a product this sounds like a decent idea.

Now just make sure neat things can be printed and you are a winner.

I may have to try this.

I find your example lacking in perspective. In telecom, even under TDM standards like SDH, SONET, etc., there were a plethora of incompatible connectors. You can have rj45, rj12, BNC (literally dozens of variations). In optics the same is true as well with SC, ST, LC, FC, etc. The last decades shift towards Ethernet everywhere is as a result of "mass" consumer desire (i.e. you guys on HN building things that use Ethernet. A protocol originally designed for a limited number of workstations in a small environment.) and that has put the RJ45 at the top for a lot of devices. Recall that 15 years ago AS400, ATM, FDDI, all had their own connectors and standards. All of this (and much more) just to send some bits over a physical connection. Just crack open a Grays catalog and go to town.

For the record each of these has a purpose and reason. Some were a function of the materials present at the time others due to specific environmental concerns. I would not class any in the realm of "lock-in". Due to the capital intensive nature of the industry they each were good business decisions at the time. It wasn't as easy as buying a $40 plug.

I find your comment fascinating and, from the perspective of a twice founder, mystifying. Your screen name evokes two vector forces or rivers coming together to form a new, stronger, force in a common direction. Ironically this is the true nature of an employee and employer.

I have worked for fortune 10 companies and for 3 man crews. Yet my own assessment of my value has not changed. If an individual understands their own value then they can not be taken advantage of and an employer would not want to. I have taken payment for my services in stock, units, FRNs, gold, beer, and good will. I did so knowing the value of my work and accepting, in my perception, an equal or greater value in return.

To many the culture fit crap you deride has value. Your statement that companies exist to make managers/founders rich is misguided as can be demonstrated if you speak to zealous founders who obsess over their passion. And no person, Mr. Graham included (whom I believe would agree anyway), will ever convince me employees risk as much as a founder or even an early stage investor. I will not enumerate all that I have lost (more than money to be certain) in the two companies I have started. I don't say this to diminish the employee role or risk but to correct a grave misunderstanding.

The very few founders who do get rich damn well deserved it and I guarantee the money doesn't cover all of their losses.

This is not legal advice*

I agree with the sentiment of your edit but would like to expand.

The key factor in an early stage company structural organization should be external risk reduction in relation to the founders and seed investors (they are already taking plenty of risk) while providing maximum return and low compliance costs. An LLC provides for this. If "institutional" investors come along then a change to a C-corp is trivial and low cost (when discussing securities sales it is almost non-existent if you are already selling LLC unit securities). The motivation being that the VC/Institutional investors are subject to a different tax structure if they buy units as opposed to shares (due to pass-through). So re-organizing as a result of an offer is completely reasonable in my opinion, just be upfront in discussions. This allows the LLC seed investors to take maximum profit and minimum risk during the pre-VC stage.

If you wish to contribute more to the business while organized as an LLC you can simply increase distribution percentage and have investors (yourself included) buy more Units (this eventuality must be prepared for in the original organization by providing enough units). And yes there is an element of "sales" to this with the current investors but if they bought in once and you paid them they should buy in again.