Starting up with a friend
danieltenner.com
danieltenner.com
--
Very wise advice from someone whose already been there. Three more questions to think about:
1. Expenses: What is and is not an expense? Especially getting clear on business entertainment, business travel, "general life expenses that are also business expenses" like internet access, and so on. Also, what's the max dollar amount someone can spend on an expense without checking with the other person? My default advice is keep business expenses low and stick to the necessary. For a first company, say no to business entertainment, business travel, meals, general life expenses, and any hardware that a person would use for non-business reasons.
2. Profit distribution: When and how will profits be distributed? How much will be reinvested? What will the reserves be? What if one partner wants or needs cash, and the other wants to put it into expanding? This is an important question, and potentially contentious. Especially if your business is growing and money is coming in, but founders are in different places financially. Especially a point of contention if one founder is heavy in unsecured debt, and the other isn't.
3. Hours: When (not if) the hours you're working get unbalanced, how to handle that? Less an issue if it's both of your full time gigs and you're putting in full time effort each. Very important to think about if it's a side project or people have other obligations. The way I've seen work is that you define roles clearly to be completed on a plan to profitability, and once you're profitable, founders draw salary for regular, recurring work they do that's at market rates. If upkeep on the business after it's built successfully takes 15 hours/week, but lends itself to one founders skillset so he's doing 12 hours per week, you're going to have an issue really soon. Instead, that founder can get paid at around market rates, or you can outsource that part of his job.
Those are three I've seen issues with - unclear expectations on hours, profit distribution, and expenses. You've obviously been there Daniel, very nicely written up mate.
I started Sonicity in '99 with two friends, which didn't work out for some of the same reasons here, but also for other reasons, like fairness concerns, no clear lines of communication, lots of overlap, and (of course) a cratering market. We might not have ended so badly had we not taken money, but whatever flimsy rapport we had before the startup didn't survive the strain of having a board and several new vectors of company politics (a CEO, a competing management faction, etc).
(I'm on good terms with both my cofounders there, and almost went to work with one of them at Bloomberg years later --- he's since started and sold a digital music player company).
Incidentally, the "working with friends" problem also occurs outside the founders team. We hired lots of our friends at Sonicity, and that was a problem too. If you aren't totally clear about your expectations (and we never were), friends expect a particular kind of management that is hard to maintain. Ironically, the best performer we hired at Sonicity is someone I almost got in a bar fight with the year before we started the company.
I started Matasano with Jeremy in 2005; Jeremy and I go back to 1995. One of the things I think we did right, right off the bat, was to bring on a third person (also a good friend) as our boss. Neither Jeremy nor I have little thought bubbles coming out of our head saying "I'm the CEO". I'm Karl Rove, Jeremy is Condoleeza Rice, and neither of us want to be the Commander in Chief.
We've had conflicts, but the simple tactic of surrendering final say in the company has defused them; I'd be fired before drama I started wrecked the company, which is actually a really comforting thought.
It led to him quitting after the first couple years, and me driving the company to a lucrative acquisition. We hadn't issued our initial shares with an ESOP, so he got his full percentage, even though he didn't do most of the work. But the biggest problem was early on, when he wasn't working a 40 hour week and distracting everybody else from being a hard core startup.
Get a lawyer to draw up a frame agreement for the corporation. No matter how much you trust each other, you need to get some documents in place that protect the individual interests of each party. Don't allow loopholes to exist that permit one party to screw over the other, no matter how convinced you are it would never happen.
Trust me on this.
For such a small contribution though the whole thing sounds rather silly. Better to pay something upfront and/or ask for pro bono.
The woman who designed the Nike Swoosh was simply paid. Several years later the founder of Nike gave her stock to show his gratitude for helping define the brand.
Show anyone the swoosh and they either associate it with "Just Do It" (again, Nike's trademark) or Nike itself.
You might as well claim that Apple's startup chime is just another beep.
Never trust your feelings and imagination. Plan your startup as a military operation then you should be alright.
The one thing that I can add to this, is that make sure you go into business with somebody you can both win and lose an argument with. Plans change, markets change, and most importantly, people working together need to compromise. I'm lucky, in that my co-founder is a really reasonable guy -- hopefully he'd say the same about me.
To borrow a concept from PG: Make sure neither partner looks at the business as part of their identity.
Having done decently-sized projects (that never made money) on my own, I can definitely testify that the two-man-route is much, much harder.
All this talk about putting things in writing is more or less bullshit. Yes you will know who is right based on your preparations...but so what? All this will do is make the final decision easier in a dispute for the winner...but thats it. The other person will still feel wronged. Your relationship will still suffer, because you had to put your foot down.
So, the founders should split the territory and then follow to the agreement.
I would argue that his strategy couldn't be any worse for beating the odds than anyone else's, contrary to what you might believe.
You're trying to have a better strategy, not one that "isn't any worse". Sigh.
In fact I have more time to hack things because I can leave a lot to my wife. That's how successful companies get built
1. Make sure they have A+ work ethic. I partnered with an A+ friend with a B- work ethic, and things definitely did not go well. I've also partnered with B- friends with A+ work ethic, and now they're still business partners and some of my best friends.
2. Operate as a meritocracy. This was touched upon, but most of the time your partners will have other obligations. Every week, we set goals that each person must meet before the week's end. We have a policy where if anyone misses his or her weekly goals over a certain threshold, that person is relieved from his or her position. This happened once in my case, but the person accepted it and totally understood because he had other obligations to deal with.
With that said, I would add to the list of questions - What other outside relationships will you need to spend significant time on and how will this affect our work days/schedule?
This is when you start giving people ultimatums. Sounds dramatic, but it isn't. It's what's required to run a successful business - having a girlfriend isn't business, it's charity.
1). Legitimize the business. Get the paper work done and a lawyer and advisor on board. The ability to have an unaffiliated third party arbitrator it key.
2). Definition of mutual goals. Know why all parties involved are even considering being a part of the venture, make it transparent and relate possible exits to that.
3). Define roles and respect them. If you co-founder is a designer trust his judgement; likely-hood is that he/she will do the same.
4). Define bailout plans. I you or your co-founder decides to bail; have a plan and make sure everyone involved knows of the plan. Hopefully the team 'trusts' each other to execute it incase they decided to seek greener pastures.
@lionhearted has some great points as well. Great thread and article.
We all decided to go our own ways and thus the friendship survived. I often wonder if we could have pulled it out, but I really don't regret the decision.
Incorporation solves most of these problems: - it forces you to write everything down - it forces you to assign roles - it forces you to establish a board of directors - it forces you to pay out only in dividends at times agreed on by the board of directors
no more problems! one partner wants out? buy his shares!
Another guy did me an Installshield script on Elance.
I paid a lawyer for a non-disclosure agreement.
The lesson for me is, paying in stock is just like an urban legend, and actually, if you've got the lion's share of development done yourself, the edge cases can be got rid of cheaply for little more than the rent.
Also, if you haven't got friends who want to partner in a company, don't let it stop you developing a product.
Not too many companies have 9 founders, though, so I guess your version works well enough for startups.
Sorry, I think I was supposed to exclude 2.
If you have to account for n-ary decisions, then you can never be to guaranteed to be free from deadlock no matter how many deciders you have (trivially, consider the case where n equals the number of deciders).
and also:
"Various forms of "empirical egoism" can be consistent with egotism, as long as the value of one's own self-benefit is entirely individual."
It just comes out in the difficult situations like doing a startup (in a war, etc).
That particular thread shows how people fight to remain egotists. Seems like me alone do not care about favorable view of myself (think karma)
When starting companies with fellow egotists, do not be passive-aggressive, and do not choose passive-aggressive partners.