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Huh, I’ve always assumed it has to do with some about of “de jure” control over the board that the VC assumes when the capital is raised. If they don’t like the founders growth strategy , can’t they just throw them out? Or is that not how it works?


Owning a company is different to owning say a bicycle. When you go buy a bike, you go into a store, get the bike, leave behind some cash, and you're done. Not a lawyer in sight.

A company is a different animal. Lawyers, bankers, suppliers, partners, accounts and so on. Lots of paper gets signed by founders and investors regarding ownership, liabilities ("for all debts current and future") and so on. When VC capital comes into the mix things get a LOT more complicated.

you can't just "give the company to the employees" because, frankly, that would be really bad for the employees (what liabilities are you taking on?) It'd also be really bad for current founders and investors. (There's likely paper floating around linking you to the company, and that doesn't go away just 'cause you lost interest etc.)

At some point it's all just too complicated and too scary for the old owners and the new owners etc. Basically the risk (to all) just exceeds the potential value of what is there.

Then there's agreements with banks, suppliers and so on, which can on occasion be "non-transferable" so it's not even just as simple as creating a new structure and moving all the IP into that.

I'm speaking generally here - your mileage will be vary a lot depending on the exact circumstances.


I guess it mus be something like this, I don't think someone would invest a rather large sum without having something like this in place




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