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by tptacek 4753 days ago
No. So many reasons.

* Even people with long-term commitments to companies have a hard time valuing equity.

* In order to value equity, you need to be given access to confidential details of the company.

* It's legally expensive to give different kinds of equity to people, and every time you do it you create a small (or worse) amount of risk.

* The rules about employee equity are well-tested and understood. The rules about equity offered like this aren't.

* Offers for exchange of equity for in-kind services could be construed as unlawful solicitation of investment (I don't know, and am not a lawyer).

* Having a web design contractor on your cap table is going to make it harder to close VC rounds.

* Screwing up your equity grant to a web design contractor so that they have an effective veto on a VC round is going to make it impossible to close VC rounds.

* Employee equity vests.

* At good companies, a grant of equity has uncapped upside. Nobody buys web design for "potentially unlimited dollars".

* So now you also have adverse selection to deal with: the companies whose equity is available in a program like this won't be the Airbnbs and Dropboxes of the world.

* Similar barter programs (based on pure in-kind/in-kind exchanges) have been tried for decades (the ISP I worked at in the '90s was involved in one) and they appear to reliably fail; once people start to believe their contributions aren't fairly valued, a vicious cycle sets in.

I wouldn't just not participate in a program like this; I wouldn't work for a company I found to be participating in one.

2 comments

I wouldn't just not participate in a program like this; I wouldn't work for a company I found to be participating in one.

Many (I'd even say most, maybe?) venture-backed startups engage in something like this, though, just not for very concrete things like design or engineering or marketing. Members of 'Advisory Boards' or 'Technical Advisors' or similar often get some nominal amount of stock [options/RSUs/whatnot]. Maybe this just flies under the radar with the expected value by both participants in the transaction being close to nil.

That's true, but the stock they receive is more in the notion of an honorarium than a payment for services rendered, and there's often mutual benefit aside from the stock (being on advisory boards is, or used to be, a high-status thing). Advisors don't so much try to value the stock they receive. But a lawyer or a web designer has to do that.

Also, the value a company gets from an advisor is long-term. Not the advice, but the NASCAR-sticker-like endorsement the company gets from the name on their website.

I think (and I should have said so) I was mostly responding to the categorical-sounding 'No' at the start of your comment - such transactions do occur, occasionally even for straight up 'services rendered' (with the other party generally having to pass the 'qualified investor' bar).

I'm probably in violent agreement with you that there is no sensible way someone's going to be able to offer some magical web-based marketplace for such exchanges, for all the reasons you listed.

Oh, sorry, the categorical no was just an answer to his question of whether I'd get involved in something like this.
Whole point is that you involve skilled individuals and (perhaps) long term mentors who will increase the likelihood that you become investable. Their "share" in the business is a positive vote of confidence in the idea and the founding team.

Worrying about things that just might become an issue if by some magic you make it to the stage where you have a validated idea and a pitch that VCs might go for - well OK I admire your ambition (if you are actually in the process) but most people would probably recognise they are not superman and value the input of an external group highly qualified and rooting for them. Gotta help when raising angel investment (which is what us ordinary mortals are working on).

Putting contractors on your cap table is not going to make you more investable.