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Lecture 18: Legal and Accounting Basics for Startups

startupclass.samaltman.com

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Re: Lecture 18: Legal and Accounting Basics for Startups

#91

Earlier quoted context omitted.

Let me put it to you this way - if you are building a high-growth tech company, you want lawyers who specialize in high-growth tech companies. Since most high-growth tech companies, at least in the US, are Delaware C-corporations, the lawyers that specialize in those companies are going to be most familiar with Delaware C-corporations. Do these lawyers have to be at large law firms? Nope, as you mentioned, there are…

As I suggested above, the problem is that just about everybody in Silicon Valley is convinced they're starting a "high-growth" tech company, even when they have little more than an idea on a napkin. The number of companies that actually achieve high growth and have high-growth company legal needs is small, as is the number of startups that raise institutional capital. Heck, lots of companies struggle and fail to rais…

Everything you're saying would make a lot of sense... except that incorporating as a Delaware C-corporation basically takes the same amount of time and money, if not less. It's not that complicated.

You don't have to get an attorney with a fancy office on Page Mill Road. But even if you did some big law firm, you would probably get a fee deferral that covers formation, so you're not out of pocket anything anyways.

Re: Lecture 18: Legal and Accounting Basics for Startups

#92

For the most part, my cofounders and I followed the advice in this video—with the one exception of founder salaries. To be honest I really regret the vesting cliff. I worked without pay for 6 months. I had no indication anything was wrong. We raised a seed round were about to finally start paying ourselves the cofounders booted me. Suddenly they weren't happy with my performance, though days before they'd praised it.…

If you had worked without pay you should have been able to use that as leverage to get vested - this was one of the points made in the lecture of why you should always pay the founders.

Yeah. There's an exception when you own enough of the business, but if there's a cliff and they kick you out before it you didn't actually own enough of the business. It seems likely they owe at least one of ownership or backpay.

Re: Lecture 18: Legal and Accounting Basics for Startups

#93
post #90
post #48

Good lecture: Important content, well organized, clear. But, but, but: It looks like there is a kind of a bus or bandwagon , and after this lecture I'm thinking of either not getting on or just jumping off before going too far. Sure, YMMV. More generally, I'm concluding that for information technology start-ups, Silicon Valley equity funding is on a long walk on a short pier, about to go the way of the Dodo bird. E.g…

I should point out that $1.60 revenue/user/month is really high, unless you are addressing a marketable niche like engaged women. Facebook has half that revenue per user, and that's with powerful targeting options and a userbase that spends a lot of time on the site/app.

Thanks for the info on the $1.60.

I don't yet know the details of how Web sites get paid for running ads.

Of course, at venture firm KPCB, the Mary Meeker reports commonly claim that a Web site can get paid $2 per 1000 ads displayed -- additional details are missing. In my arithmetic, I assumed only $1 per 1000.

For Facebook, I don't get it: With some irony, for people who saw the movie, I find the f Web site brutal, excruciatingly brutal: I can't make any sense out of it -- I click and click, the response is really slow, and then the screen jumps around to whatever, why, to what, I have no idea. What the heck the "timeline" is, I have seen no definition, can't make sense out of it without some investigation, and don't want to do that. If Zuck wants to have some obscure UI/UX, good for him, but I'm not impressed. There are lots of goofy icons I can't spell, pronounce, look up in a dictionary, see clearly enough to recognize anything, etc.

For ads on f, I don't get it: To me Zuck is running f as some weird thing with little or no interest in ad revenue. If he is getting paid by the click, then so far he's made $0.000000 from me.

My Web site is all about niches, really just niches, for each user who arrives, as in drill down, zoom in, filter out, focus in on a highly personalized niche, for some quite fundamental reasons likely by a wide margin the most finely grained, personalized, niche-oriented Web site on the Internet so far and for a long time in the future.

And, yes, I have some associated ad targeting ideas.

So far, my UI/UX is just simple, dirt simple, childishly simple, about the simplest possible HTML with minimal CSS simple. So, no pull-downs, no pop-ups, no roll-overs, etc.

And, no icons! Wish I could stand on Mount Everest and shout with transcendental ecstasy louder than the blast from Mount Pinatubo "no icons!". Right, you guessed it; oh how you guessed it; I deeply, profoundly, bitterly hate and despise icons! No icons! At last, at last, free at last, no icons!

The screen never jumps for any reason. All the layout is from, right, just tables, with all sizes fixed and exact in terms of pixels.

The UI/UX is simpler than that of HN. ASP.NET writes a little JavaScript for me, but so far I have yet to write a single line of it and am eager to continue this way.

The UI/UX is so simple that a child of 6 who knows no English could learn to use the site in about three minutes just watching an adult, and an adult who knows no English could guess how to use the site in about two minutes. We're talking much easier than, say, Microsoft Word. And since the site is in English, for people who know English, sure, it's still easier to learn.

Each Web page is just exactly 800 pixels wide with high contrast and large fonts. The site should look fine on any device with a Web browser up to date as of about five years ago -- I'm not counting, maybe 10 years ago.

We're talking simple and, thus, really easy to use.

Each Web page sends for about 400,000 bits so that in a Web browser each page should load and format like "boom" or "pop".

Then, on each Web page, there is a banner ad of the standard size 720 x 90 pixels and down the right side an average of about four ads in the standard size of 300 x 250 pixels. And the ads do not get in the way of the utility or hurt the UI/UX. So, we're talking ballpark five ads per page.

Looks to me, page for page sent, compared with f, my pages are nearly a license to print money.

And, per user, the assumptions I made in the arithmetic should be okay for the users that do like my site. And some users, in the word in the movie, will find the site "addictive" -- something like a new game, and more addictive than, say a slot machine. The usage is highly interactive, especially for the part about drill down, .... One candidate early enhancement is a curious way to calculate a reward for skilled usage!

It looks like the main issue will be, will 2+ billion people like the site?

If people do like the site, then it looks like I have a shot at getting more revenue per user per month than f. Also my UI/UX is much easier to use than f! Heck, f's too tough for me! My hat's off to you, Zuck; I can't understand your Web pages or your site.

But thanks for the info on the $1.60. I've been writing software, nearly ready to start polishing and then go live, and collecting some initial data. Details of ad revenue will come later.

Re: Lecture 18: Legal and Accounting Basics for Startups

#94

Earlier quoted context omitted.

Entity conversion isn't going to be the most complicated or costly part, but it could actually be the most time-consuming depending on the state you're converting from and a bunch of other factors. I've seen it take months - you can imagine the founders weren't happy (wasn't CA though). I think you need to consider the target audience of the presentation - it's for people who want to start high-growth tech companies…

> I think you need to consider the target audience of the presentation - it's for people who want to start high-growth tech companies that will raise venture capital. Correction: it's for people who have been convinced (or are in the process of being convinced) that they're starting high-growth tech companies that will raise venture capital. Just because you immerse yourself in Silicon Valley culture and create a "st…

Totally unrelated but wanted to say that I love your comments on HN. Always insightful and straight to the point.

Know your anonymous on HN but would love to hear your thoughts on emerging startup tech company funding models and which, if any, you like? Revenue-based financing as one example.

Ping me at asanwal(at)cbinsights(dot)com if interested and we can set up time to chat.

Thanks again for all the great contrarian (for HN) comments.

Re: Lecture 18: Legal and Accounting Basics for Startups

#95
post #75
post #48

Good lecture: Important content, well organized, clear. But, but, but: It looks like there is a kind of a bus or bandwagon , and after this lecture I'm thinking of either not getting on or just jumping off before going too far. Sure, YMMV. More generally, I'm concluding that for information technology start-ups, Silicon Valley equity funding is on a long walk on a short pier, about to go the way of the Dodo bird. E.g…

Solo climbers make a number of first ascents in alpinism, but almost everything is done by teams. When you're working by yourself, everything goes well when things are going well, but when things go badly, there's nobody to turn to for support; you're working without a rope. I'm a soloist by nature, but I've learned that I need to work with others. The mutual support of a qualified partner is almost priceless, for yo…

I tried a co-founder. He had a lot to offer. But too soon he wanted to do no work and be a bitch on the team. So, I had to break off with him. "Co-founder disputes"? Yup, they are likely.

The result is, I've just had to do more of the work, say, serially instead of in parallel. That's not all bad: (1) I understand more of the work, really all of it, because I did all of it (the co-founder and I broke off before he contributed anything). (2) I saved time and effort coordinating with a co-founder.

Sure, a VC might say, "That your candidate co-founder didn't do much suggests that he was not really impressed with the project. In that case, neither am I."

But there's another explanation: Often some people just don't want to get along.

To get someone to work reasonably hard, one approach is to have a big, successful company, pay enough to support a wife and family, and have the wife with two young kids and with one more in the oven. Two guys in a garage don't meet this criterion.

I'm plenty motivated; he wasn't. My view is, for as much as he had to bring, still he had some serious flaws in his character.

So, find another co-founder? Not so easy. Easier just to do the work! For a co-founder, some of the usual recommendations are to select someone with good paper qualifications and have known and worked well with for years. Okay, my list of such people is exhausted. So, net, I'm a solo founder.

Again, the US, border to border, from crossroads, villages, and towns up to the largest cities, is just awash with solo founders of successful Main Street sole proprietorships. So, for a business where the initial work is just typing code into a computer to be used as a Web server, being a solo founder seems fully promising to me, even if VCs don't like it.

Re: Lecture 18: Legal and Accounting Basics for Startups

#96
post #42

Earlier quoted context omitted.

It's always good to ask for help, but sometimes the help is useless unless you know the basics in order to have a strong intuition for the various account and legal tips you'll receive. Left field suggestion: Take a quarter of Business Law or Accounting 101 at a local college like De Anza (a junior college in the Bay Area). This can be more fun than reading articles online. When you finally do get a lawyer or account…

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