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by deegles 1025 days ago
I (naively) think a restaurant would have an easier time detecting people who are doing the bare minimum. The issue becomes how to "punish" freeloaders who are also owners? Imagine the nightmare scenario of a restaurant where every employee is a part of the LLC that owns it. "Firing" someone becomes an onerous legal process.
3 comments

You can handle it in advance by requiring "vesting" periods where you are working but not an owner. The existing owners then get the chance to offer you ownership, or not. This is how most private physician practices work, and AFAIK a lot of law firms as well.

So if you're a lazy employee for your initial 2-year contract, you don't get any offer when your contract expires. If you're not, you might get a contract extension or an offer to buy in as an owner.

I think coops just vote on it.
Does it? If the rest of the community doesn't want you there, seems pretty cut and dry. There are no "managers" at Valve, yet they fire people all the time. You would simply receive your pay, and whatever your portion of the dividends owed to you up until your date of firing.
And how does your remaining equity position work? If you lose it on firing then you aren't really an owner in any meaningful sense any more than a tech employee with unvested RSUs is.
Valve is still a corporation with a single majority shareholder.

And I can't imagine a restaurant could work the same way as Valve. In a restaurant, you have to feed people day in day out. You can't deliver a Michelin-quality meal when the inspiration hits you and nothing when it doesn't.

Valve also seems to have a strangely forgiving customer base. I don't think I've ever seen anyone complain about micro-transactions in their games, whereas other publishers seem to get a lot of hate for it. (Then again, ever since I stopped playing games, I've began to notice that each publisher had their own unique method of fleecing their customer base, so it may be that Valve got the players that tolerate micro-transactions, whereas others would have the ones who tolerate endless DLCs.)

If you hang out with the tf2 people you might not see much in the way of good vibes towards valve. The community in that game persists despite valve, not because of them.
There is a lot more legal overhead to buying out an LLC owner against their will compared to firing an at-will employee.
Should a worker-owned company be an LLC? An LLC[1] is a union of assets put together for a common purpose. It's not a union of people. A worker-owned company should have a different legal structure, usually something created specifically for such an organization, though one would imagine partnerships would be suitable if the law doesn't provide for a special structure.

[1]Granted, I'm thinking of European definitions here, because I get really confused when I try to educate myself about American ones. An GmbH is more or less an AG with stakes rather than shares, whereas an American LLCs seem to behave somewhat differently (taxation, for example is pass-trough).

Entity laws are all state-by-state in the US, but in most (all?) states, LLCs and corporations are essentially the same ownership-wise. A person buys membership interest/stock in an LLC/corporation, and becomes a partial owner. The organization is a separate legal entity then owning the contributed assets and the members/shareholders own the LLC/corporation. The bylaws will lay out how to divest a member/shareholder of his interest, usually involving the other members/shareholders or a board of managers/directors voting to buy out his shares.

It's not really a union of assets nor people though. The former would be a trust or arguably a non-profit, and the later would be a partnership. And LLCs can elect to be taxed as a C corporation, although I can't fathom why one would. (And most small businesses can elect pass-through taxation!)

No. Taxation of an LLC is not pass through. Taxation of a single member LLC that is a disregarded entity can be pass through. LLCs can also opt for sub K, sub S or sub C.

I also would not refer to an LLC as a collection of assets for a common purpose; instead I would say it is a popular entity form that limits member or manager liability. However you could take a different view.