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MenuHow to leave a company and get what you deserve?
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I am not an attorney and this is not "professional advice."
Consult a lawyer.
If you get involved with a partnership ever again, get an operating agreement in place and TALK ABOUT SEPARATING at the beginning. Get it figured out immediately. Be up front with it: "We should talk about what happens if one of us dies. Or wants to move on." It's not offensive, or confidence-gutting...it's smart (as you probably now see.)
Generally speaking, an agreed-upon independent third party firm would assess the value of the company. This firm would be named in the operating agreement provisions so there wouldn't be bickering at the time of separation.
Another typical provision is that partners have first right of refusal on share sales.
But since you don't seem to have such an agreement in place, it's probably going to be tough for you now. The more you fight the more the other shareholder is going to fight back.
Consult an attorney. Find out if there are any restrictions on selling your shares.
My guess is that with a negative cash position due to debt, the company isn't worth a whole lot. You may be able to have a value assessed based on revenue...but if you leave, how much of that goes with you? Is the business model based on repeat customers, or one-time sales? You need more expertise than a Clarity answer to solve this one.
And remember, the more mean-spirited you approach this question, the more resistance you will get.
My opinion--which again is not "professional advice" and is merely for discussion--is for you to quietly discover your options by consulting an attorney and accountant good at digital business evaluation (most are not), and wait for the company to return to profitability.
Terribly sorry to hear of the division between yourself and your co-founder/partner. I've experienced an ugly split with a partner and it's not a fun time. I'm not certain if you have a corporate attorney or not but it would be wise for the both of you to have a chat with him/her. My concern for you would be the debt (specifically to the government). As 50% owner of the firm, you are "on the hook," so to speak, and with the growing dissension between yourself and your partner, I'm inclined to believe that's a sour situation that could very quickly turn sour. If you truly want out, and this is just my opinion, I would check your Buy/Sell Agreement and strongly consider selling back your shares of the firm. Please do yourself a favor and speak with your attorney before this gets ugly.
I am involved in a similar action currently. I am negotiating a severance package (actually litigating it because the investors simply chose to not honor it).
Relationships change all the time. Divorce in business is common. First issue is to make this simply a business deal. The disagreement about the way the business has been run and, you will be aware, "borderline illegal" is 1) borderline, 2) difficult to prove, and 3) not relevant to the discussion since you just want to move on while retaining your ownership.
Key here is to keep your emotions in check and to manage the emotions of your co founder. Nobody wants a business to fall apart so make that clear. You wish them total success and cheer for them in the future.
Yes, 6 months is reasonable. They may want (you should check your corporate documents) to buy your shares back. If so, there should be a process there. You will need to have confidentiality agreements and non-competes for a period of 12 to 24 months, or as long as you are a significant shareholder.
The best advice is to tell your partner that you have come to this "difficult" decision, do not make it about him or his processes, and say "this is what I would like to do". Do not threaten or belittle anything and it goes faster, farther, and at lower cost.
You can email me at Dane@DaneMadsen.com or call me in Seattle at 206.900.5852 and I can share some thoughts.
Dane
Related Questions
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I have this social media idea,but no coding skills. How do I get someone to do the coding (cant afford to pay them) and not give away half of my idea?
Dilip was very kind in his response. My answer might be a bit on the "tough love" side. But that's for you to decide. My intention, just for the record, is to help you (and those like you) on your path to success. And that starts with having a viable philosophy about entrepreneurial-ism and business. And I'm going to answer this because I get asked some form / version of this question very frequently from newcomers to entrepreneurial-ism. The scenario goes something like this: "I have a great idea. It's amazing, I love it, and I just KNOW it's gonna make me a ton of money. But I have no money right now so I can't afford to (fill in the blank with things like "to build it / create it / market it / etc" or "to hire the required staff needed to work in my business to sell it / develop it / etc"). And I don't want to tell anyone about my great idea because I'm worried someone will steal it and make MY million / billion dollars. But I can't afford to legally protect it either... So how do I launch without the skills to personally create the product AND no money to hire anyone else to do that either??" The answer is ... You don't. Look - let's be honest. All you have is an idea. Big deal. Really. I'm not saying it's not a good idea. I'm not saying that if properly executed it couldn't make you a million / billion dollars... But an idea is NOT a business. Nor is it an asset. Until you do some (very important) initial work - like creating a business model, doing customer development, creating a MVP, etc - all you really have is a dream. Right now your choices are: 1. Find someone with the skills or the money to develop your idea and sell them on WHY they should invest in you. And yes, this will mean giving up either a portion of the "ownership" or of future income or equity. And the more risk they have to take - the more equity they will want (and quite frankly be entitled to). 2. Learn how to code and build it yourself. MANY entrepreneurs without financial resources are still resourceful. They develop the skills needed to create what they don't have the money to pay someone else to do. 3. Get some cash so you can pay someone to do the coding. You'll probably have to have some knowledge of coding to direct the architecture of your idea. So you will likely still have to become knowledgeable even if its not you personally doing the coding. (This is not meant to be a comprehensive list of options... And I'm sure some of the other experts here on Clarity have others to add - and I hope they do) To wrap up - Here's my final tip to you that I hope you "get"... It's FAR more valuable to have an idea that a very specific hungry crowd is clamoring for right now - One that THEY would love and pay you for right now - Maybe even one they'd pre-order because they just have to have it - Versus YOU being in love with your own idea. [Notice I didn't say "an idea that some as-of-yet-undetermined market would probably love"] I wish you the best of luck moving forward.DB
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How can I become an idea person, as a professional title?
One word: Royalties This means you generate the idea and develop it enough to look interesting to a larger company who would be willing to pay you a royalty for your idea. This happens all the time. Rock stars, authors and scientists routinely license their creative ideas to other companies who pay them a royalty. Anyone can do it. Your business, therefore, would be a think tank. You (and your team, if you have one) would consider the world's problems, see what kinds of companies are trying to solve those problems, and then develop compelling solutions that they can license from you. You have to be able to sell your idea and develop a nice presentation, a little market research and an understanding of basic trademark and patent law. The nice thing about doing this is that if you develop enough cool ideas you will have royalties coming in from a lot of different sources, this creates a stable, passive revenue stream that requires little or no work to maintain. Start in your spare time and plan on the process taking 3-5 years. Set a goal to have a few products in the market that provide enough revenue (royalties) to cover your basic living expenses. Then you can quit your day job and dedicate more time and increase the momentum. A good idea business should have dozens, if not hundreds of license contracts generating royalties. It's possible to pull this off. And it is a fun job (I'm speaking from experience).MM
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What companies have successfully implemented both B2B and B2C products or services? Which should I start with for the non-profit sector?
I would suggest the first question to ask is "what problem do I solve?" And of those people I solve problems for "who do I create the most value for?" In the non-profit world you need to add "How does my business help the non-profit run better and/or help the group the non-profit focuses on?" For example, if you've created a platform that drives donations, your company "has created a platform that helps you reach fundraising goals faster." What you don't want to do is market and sell to B2B and B2C audiences simultaneously. They have different ways of buying - a B2B audience needs to have their benefits quantified (using your thing makes me x amount more) - and it's extremely hard for a startup to be able to do both well. Better to start with one, execute really well and move into the other. Feel free to give me a call and we can dig into who your most valuable audience is.AV
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How can I make a million dollars?
First, I agree with Chad in that the pure pursuit of money is unlikely to render anything significant. By using a monetary value as a primary goal, you're only diluting the real drivers of success: passion, crafting great customer experiences, building an incredible team and culture etc. That said, making $1m isn't that hard. :) I love this thinking by Amy Hoy and that's how I would go about making $1m: http://unicornfree.com/30x500. Using that logic, this is what I'd do: * To earn $1m in a year, I need to earn +- $80k a month. * To earn $80k a month, I need 1600 customers paying me $50 per month. * So what can I build that could attract 1600 people to pay me $50? * Or, what could I build that could attract 400 people to pay me $200 per month? This logic works on two drivers: * Cumulative revenue and growth. So SaaS works best in this regard, as you only need to focus on having new signups that are greater than your churn. * Building something that people are willing to (really) pay for and going for quality over quantity. If you are building something that sells for $5 pm, you'll need to sell at much higher volumes (which are tricky). In terms of doing that, these are the areas of my business that I would prioritize: 1. Build an awesome team that do things they're passionate about. 2. Prioritize customer experiences above anything else. Do everything in your power (regardless of whether it can't scale) to add value and help your customers. 3. Build a brand and reputation that has long-lasting value.AP
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What legal precautions can I take to make sure nobody steals my startup idea?
I've discussed ideas with hundreds of startups, I've been involved in about a dozen startups, my business is at $1M+ revenue. The bad news is, there is no good way to protect ideas. The good news is, in the vast majority of cases you don't really need to. If you're talking to people about your idea, you could ask them to sign an NDA ("Non Disclosure Agreement"), but NDAs are notoriously hard to enforce, and a lot of experienced startup people wouldn't sign them. For example, if you asked me to sign an NDA before we discussed your Idea, I'd tell you "thanks, but no thanks". This is probably the right place though to give the FriendDA an honorable mention: http://friendda.org/. Generally, I'd like to encourage you to share your Ideas freely. Even though telling people an idea is not completely without risk, generally the rewards from open discussions greatly outweigh the risks. Most startups fail because they build something nobody wants. Talking to people early, especially people who are the intended users/customers for your idea can be a great way to protect yourself from that risk, which is considerably higher than the risk of someone taking off with your idea. Another general note, is that while ideas matter, I would generally advise you to get into startup for which you can generate a lot of value beyond the idea. One indicator for a good match between a founder and a startup is the answer to the question: "why is that founder uniquely positioned to execute the idea well". The best way to protect yourself from competition is to build a product that other people would have a hard time building, even if they had 'the idea'. These are usually startups which contain lots of hard challenges on the way from the idea to the business, and if you can convincingly explain why you can probably solve those challenges while others would have a hard time, you're on the right path. If you have any further questions, I'd be happy to set up a call. Good luck.DK
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