Why is that OK with you? Why is somebody who breaks laws a better person then somebody who did not break laws? You judge ellison harshly even though he has never been charged with a crime and you want to give Bill gates a pass even though he has been convicted.
It's not OK with me that they've broken laws. We started out talking about Bill Gates the person, and I'm talking about whether he's an asshole or not. "He" has not been convicted; Microsoft has. There's a difference. The reason why I keep harping on the difference between breaking a law and morality is that there IS a difference, and one can be a perfectly nice, even moral, person but still break a law.
I have provided you with a few links, google can provide much more.
Thank you for the links. The only one, though, that I put any weight on is the Stac case -- it went through litigation and MSFT got in trouble. The others all talk about companies who have CLAIMED that MSFT has infringed technology and have sued. Does that mean MSFT actually stole technology? No. MSFT has an enormous number of products and is involved in a lot of different product lines. And MSFT is a very large, deep pocketed target. And copyright and patent infringement is a messy issue -- I hope you understand that, since most/.'ers understand that very well. (I find it ironic that you pointed at Priceline's patent infringement claim against Expedia -- most/.'ers HATE business method patents, and that's what Priceline was suing about. Seems kind of silly to claim that Priceline "owns" the process of "charg[ing] consumers automatically once a hotel room meets their conditions", and thus even sillier to claim that Microsoft, er, Bill Gates is a horrible horrible person for thinking that he couldn't develop technology to do that.)
If I could prove to you that MS lied cheated and stole would you agree with me that they are immoral?
Yes, I would (well, not "MS" of course but the people who did it and the people who have responsibility for it). Except that if you use examples like violating business method patents or even examples of copyright infringement, only one of which resulted in a spanking, I'm not going to agree very easily.
In many cases it's very difficult to judge the morality of an act especially given historical perspective.
You said previously: "I acknowledge that some people have sliding scales of morality or situational ethics but by definition those people are immoral and unethical." What you just said sounds contradictory.
Your beliefs contradict reality. There is ample evidence including his own words and emails that indicate that we was trying to screw over specific people and retaliate against specific people. It's all a part of public evidence.
OK -- I wholeheartedly admit my ignorance, and I'm very interested to know: Who, specifically? What specifically was he trying to do? And most importantly, was it adjudged as true? Quotes from The Register absolutely do not count as "proof" btw -- Ideally, I'm looking for the evidence that a jury decided was true as the finders of fact in a trial.
You remember the video tape incident don't you?
I do, but I don't remember the aftermath -- what happened to that?
Really? There were a couple of executives that were threatened financially and warned not to testify against MS. Why do you think the intimidation has to be physical? Why would gates hit somebody when he could ruin them financially?
What executives? MSFT executives? What kind of "financial threat" was it? Who was threatening it?
The intimidation doesn't necessarily have to be physical, but the reason why I said that is that the intimidation, for it to work, has to be real, immediate and credible. Physical intimidation is usually very easy to do with credibility. Other kinds of intimidation -- l
You are judging Ellison by what he says aren't you?
I'm not judging him like you are. I'm saying he's an asshole, not that he's evil.
Wow what an odd statement. First of all Bill Gates has done much worse then things then leveraging his monopoly. He has also stolen technology from his partners, he has reneged on contracts, he has stolen customers from his partners, he has lied repeatedly and backstabbed just about everybody he partnered up with.
I frankly don't know enough about what else Bill Gates has done, but I do know what I've heard about. He has been extremely aggressive in competing with others, sure. Microsoft has broken some laws, too, yes. But I haven't heard anything about outright stealing technology; Microsoft has certainly copied (i.e., imitated) others, rather than completely innovating, but that's not necessarily illegal or immoral. (Is OpenOffice immoral? It's practically a copy of MS Office. Is FreeDOS immoral? It's MEANT to be a copy of MS-DOS.) Microsoft has simply acquired companies rather than building their own technology -- also not illegal, even if it's not that respectable. I've never heard that they've reneged on contracts, but there's ALWAYS two sides to that kind of story. "Stealing" customers is also that kind of two-sided story. Indeed, all businesses are in the business of "stealing" customers from other businesses --that's called competition. Lying is bad, yes, I won't argue with that. But yet again, many times it's a perspective thing -- as is "backstabbing." Give me more information, and then I can make a proper judgment.
Secondly yes being unethical and breaking the law is immoral. Whose morals? Well just about anybodies. Did your mother tell you it was OK to be unethical? Did your mother tell you to break the law in order to make money? What moral system approves of unethical and illegal behavior. I can only think of one structure of thought that has no problem with unethical and illegal behaviour and that is satanism.
Do you think every law is proper? Are there no laws that are wrong in themselves? Would breaking those wrong laws be unethical and immoral? Why do laws change, if they're always right? Were the people who dodged the draft in protest of Vietnam unethical? Immoral? Is it unethical to buy Cuban cigars? Immoral?
How about this: are people who smoke pot unethical? Immoral? Are the people that passed the anti-drug laws unethical? Immoral? Are homosexuals who live in states with sodomy laws unethical? Immoral? Are politicians who want to ban same-sex marriage unethical? Immoral? Is it unethical to buy prescription drugs in Canada? Immoral? Is it unethical to try to prevent Americans from buying such drugs? Immoral?
Why is it so hard for you to see the complexity? Do you not see the difference between a law and a more?
"What universal mores did Microsoft people break? What laws did Microsoft people break?"
Lying, cheating, stealing to start with. Are you aware that there was a trial and that MS was found guilty?
I certainly know that Microsoft was found guilty of violating the antitrust laws, which is not the same as "lying, cheating, and stealing". Oddly enough, as a matter of fact, "lying, cheating and stealing" don't appear in the Sherman Act or the Clayton Act. Apparently you have no idea what their violation was and what it meant. A company can certainly violate the antitrust laws without lying, cheating or stealing. But I'm not really arguing that they didn't do those things and I certainly didn't ask those questions to show that Microsoft didn't do those things -- I asked those questions in order to contrast against Philip Morris's own violations of mores and laws, in order to show that there's complexity in the issues.
If they caused destruction then yes they were immoral. Why is that so hard to understand for you? If you kill people, destroy other peoples property, lie, cheat, steal etc you are immoral. In
They may be metaphorical but in the entire universe of metaphors top level MS executives chose ones that are gross and violent. As I said this is serial killer talk not normal people talk. I use metaphors all the time but I would never have chosen imagery like that.
Fair enough; those metaphors are pretty inappropriate. I've never used them, myself. However, 1) I hear people use similar violent metaphors pretty often; 2) people obviously enjoy playing fake violence or even criminal acts -- see Doom, GTA, etc. -- what do you think of those people? I think it's safe to say those people aren't immoral or evil, and they're PRETENDING they're ACTUALLY KILLING PEOPLE or committing crimes, not using a rhetorical device; 3) people make and watch violent TV shows, violent books, etc. and no one thinks they're immoral or evil; and 4) notwithstanding anything I've just said, I've known many people that enjoy saying gross and inappropriate things just to shock people or make a point, and I don't think they're immoral or evil either. My point in all of this is that you can't condemn someone on the basis of two colorful phrases.
It's obvious to me that this kind of talk goes on all the time at MS headquarters.
Perhaps. But while I may not want to spend a whole lot of time socially with the people that use that kind of talk, I hesitate to judge the PEOPLE as evil simply on their choice of words.
The definition of morality does not change when you clock in to work and when you go home. If you are an honest, ethical person then you will behave that way no matter what. I acknowledge that some people have sliding scales of morality or situational ethics but by definition those people are immoral and unethical. Morality is built into your character and shows in all your actions.
Okay, here is the real crux of your argument. (I seriously hope your arguments above about the choice of phrase wasn't a strong part of your argument.) You seem to think there's a set definition of morality in everything, including business. I won't disagree that there's a universal set of morals that everyone should agree on, but I really have to question the idea that, for example, leveraging your monopoly position in a market is immoral! It's illegal, it's unethical (because it's illegal and general business practice avoids it), but immoral? Whose morals?
I'm not a serious cultural relativist, but I do appreciate that sets of mores easily differ between different contexts, and that sometimes these sets don't perfectly overlap.
Judging from your signature, I would think that you probably believe manufacturers who help design and build bombs or guns or other military goods are immoral. Am I right? Do you think capitalism is immoral? [I suspect you do.]
Gosh, I can think of so many examples of business practices that I suspect you'd think are immoral or unethical, but are certainly not unethical (and I would say certainly not immoral) to most business people.
Here's an example to think about: Are the management at Philip Morris immoral because they continue to contribute to lung cancer? Are the people at Microsoft more or less immoral than Philip Morris people? What universal mores did Philip Morris people break? What laws did Philip Morris people break? What universal mores did Microsoft people break? What laws did Microsoft people break?
Also, I'm quite surprised by your belief that people who have a more fluid idea of morality -- e.g., looking at the context ("situational" morality, as you put it) -- are themselves immoral and unethical!! What about the father who steals a loaf of bread for his children: is he immoral? Is he unethical? If I believe he wasn't immoral, am I immoral? What if I thought it wasn't immoral, but unethical? Can that dichotomy even exist in your world?
Not to beat a dead horse (gasp, what a violent metaphor! I must be immoral!), but what about "environmental terrorists"? Are they immoral for causing such
Re:Ellsion Was defined by Negative Space of Gates
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Look, I'm not really analyzing anything; I'm just giving my impressions of the two based on what I've read or heard about them. Like when you form a first impression, if you will, of someone you've met, although I've never met either of them, so my impressions come solely from the media.
That said...
This is the same company that put out memos using gross terminology like "knife the baby" and "cut off the air supply". This is serial killer talk. I don't know if the terminology originated with gates but he did not raise any objections to it.
First of all, these are corporate memos, not letters from Bill to his grandmother. I believe those quotes came from the various memos (e.g., the Halloween memos) that have been leaked in the past, which were written by employees. I don't think any of them were Gates's terms. You're right, though, he didn't object to them. But those quotes are clearly metaphorical, not literal; there's absolutely no question that a baby and someone's trachea were not being targeted. Larry, on the other hand, was being literal, although he was joking. There's a giant difference. Larry was talking about Bill's HOUSE, not MSFT's offices! He was buying an actual fighter jet that at some point in its history was able to shoot those missiles!! I know it was a joke, but it doesn't come off well when he jokes about real-life things like that. Even you attribute the "knife the baby" quote to Bill, there's absolutely no possible way to say that Bill himself is joking about knifing an actual baby. I just don't interpret the Bill quotes as personally malicious -- they're clearly talking about a company, or open source software in general -- but I do interpret Larry's to be that way.
In other words, I don't get the impression that Bill has ever threatened, joked, or even contemplated hurting a person (e.g., Jim Clark or Linus Torvalds). Larry, on the other hand, has publicly joked about blowing up Bill's house.
You are making up to be some sort a bafoon. Sure he wants to project that image (and many people have bought it apparently) but I think you are very wrong. Good honest decent people don't lie, cheat, steal, and break the law habitually.
I'm not making him out to be some sort of a buffoon. I'm saying that he runs his business like a game -- that is, he's willing to bend and break rules as if the rules aren't all that significant. My impression is that he sees a difference between business rules and life rules. Fair enough, although of course it's all a matter of perspective, and business rules still do have real life effects. He's apparently an extremely tough manager with a volatile management style; he's a perfectionist and a control freak. But I don't get the impression he's that way outside Microsoft. And that's perfectly normal, IMHO. My SO, for example, is known at her company as an extremely tough manager, a perfectionist, a control freak, very, very, very impatient, and, um, loud. But outside of work, with me and her friends and family, she's the sweetest girl in the world (well, she's still somewhat impatient). She just views work differently than her personal life. I know, therefore, she's a good, wonderful person, even though she may have a different reputation at work.
"Put it this way: if Larry were to lose Oracle and all of his money, I think Larry would be plotting someone's death."
That's just bullshit. How did you arrive that bit of anlysis? You have psychic abilities or something.
Like I said, I'm not analyzing anything; I'm just talking about my impressions. Of course I don't have psychic abilities, but I'm sorry if you can't understand how people form impressions of other people based on more than the one or two most obvious factors. I do hope that you're not as simplistic as to think, for example, RMS is a great guy simply because of what he believes in and Bill Gates is a bad guy because of how he runs his business. RMS could be a complete asshole and a really bad p
Re:Ellsion Was defined by Negative Space of Gates
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Also don't forget the Gates is just as ruthless as ellison if not more so. I think Ellison understands exactly what Gates is capable of and wants to make sure he does not end up on the long list Gates victims.
Gates may be a ruthless businessman, but I don't get the impression that he's a ruthless person. Of course, I don't know him, so take this with grain of salt, but I can't imagine Bill Gates ever saying "Maybe I should fire a few Maverick missiles in his [Ellison's] living room" or frequently use Larry and Oracle interchangeably -- "Larry divides the world into two things -- the stuff he owns and everything else. And Oracle wants to own everything." That's just vindictive. I think it's telling that Larry is one of the least generous billionaires out there ($ 69 million as of 2002, or 0.4% of his wealth), while Gates is one of the most generous ($25.6 billion as of 2002, or 60% of his wealth).
I get the impression that Larry is a total narcissist and a bad person, concerned with beating everyone and looking good (to the last point, look at his materialism and the way he dresses and puts himself out). He's ruthless like a mobster is ruthless -- kill or be killed, and everyone's a potential killer. Whereas Bill is entirely socially-inept, and runs his business like a game without realizing its real-world effects, but is basically a good guy (nowhere near as materialistic, doesn't really care or even understand fully what people think of him). He's ruthless like a ruthless Monopoly game player -- bend the rules, maybe even cheat, be a poor loser, but it's still just a game.
Put it this way: if Larry were to lose Oracle and all of his money, I think Larry would be plotting someone's death. If Bill Gates were to lose Microsoft and all of his money, I think Bill would just start over and try to do something else.
I think they do this already in some places. I researched flying to Philadelphia on Orbitz not too long ago, and was presented with several options for flying to Newark, NJ and then hopping on Amtrak for the rest of the trip (presumably using the new Airtrain station at Newark Airport). I don't know for sure whether the baggage transfer was automatic, but the ticket was definitely combo (not some "vacation package").
Drug companies spend twice as much on marketing as on R & D.
This is silly, and it's bad because it's oft-repeated.
First of all, the data that you refer to looks at expenses that include marketing/advertising AND administrative expenses, so it's disingenous to say what you're saying. Let's take Pfizer, for example. Look at the financial statements in their annual report.
On revenue of $32 billion in 2002, they spent $5 billion on R&D (about 16% of revenue) as opposed to $10.8 billion on SI&A (selling, informational & administrative) expenses, which is about 34% of revenue, or, yes, twice R&D.
But how much do you think the "administrative" portion accounts for? Let's look JUST at employee costs: in the 10-K they have to say how many employees they have; they have about 98,000. Let's say the employees each cost, on average, $75,000 per year, using the rule of thumb that employees cost about twice their salary (which average is ballparked to about 37k per year -- a pretty low average, I would say). JUST the employee cost would be almost $7 billion dollars.
That leaves about $3.8 billion for marketing, which is a lot less than R&D. And of course we're not considering 1) costs other than employee costs, like property/plant/equipment -- geez, the annual report lists this for Pfizer on a stand-alone basis (that means, not counting the subsidiaries, which I'll get to in a sec) as $1.8 billion dollars! And 2) before this year, at least, Pfizer had several consumer products divisions that naturally required much less R&D and much, much more marketing. This skew -- which I think exists in all the big drug companies -- certainly isn't clear just from looking at the bare numbers.
At any rate, it's clear that Pfizer, at least, certainly doesn't spend "twice as much on marketing as on R & D".
BTW, another way of looking at it is this: the data that's often repeated says that the 9 biggest drug companies spent about $45.4 billion dollars on "marketing, advertising and administration" last year. If we took this total to mean "marketing", it would be crazy. According to AdAge, the total amount spent domestically on advertising was only $83 billion last year. For EVERY SINGLE advertiser in this country. There's no F---ing way that more than half of this expenditure was marketing by the 9 major drug companies.
Wanna do away with government interference in drug prices? Fine - start by ceasing the issuance of patents.
This is also silly. The empirical evidence that best supports the idea that IP protection encourages more innovation comes from the pharmaceutical industry; in fact, there's a lot of contrary evidence for a lot of other industries, but not for pharma. (See, for example, studies by Levin, Cohen, Allison & Lemley, Kortum & Lerner; there are lots of them.)
The parent is right -- getting rid of patents would be a tremendous net negative to society, at least with respect to medicine.
And no, I don't work for Pfizer or represent them. I'm just huge on sanity checks.
I don't think the other two posters (while correct) quite answer your first question, so: RBC bought preferred stock that is convertible into common stock. When they convert the stock, they hand in the preferred stock to the company and get a certain amount of common stock back. So yes, they're intending to issue more common stock; that's what the "convertible" means -- when you convert, common stock is issued to replace the preferred you're converting. The common stock is "issuable" because it's only issued upon conversion.
Anyway, all this was clear from the very beginning; it goes to the heart of the deal.
So for a VC, they are probably looking for 10%++ return, which they would definitely not be seeing here.
The VCs aren't getting any return. OpsWare is public (it used to be called Loudcloud, which went public in 2001), and the VCs (naturally) cashed out at the IPO.
Even if OpsWare were private, though, the VCs wouldn't get any return. VCs get their investment return upon an IPO or acquisition (or liquidation, although that is almost always a negative return), not on their portfolio companies' operating profits.
Re:I asked this exact same question...
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You don't have to "prove" no less than $75,000 in damages. That amount has to do with whether a federal court has "subject matter" jurisdiction over a case. The $75,000 floor applies in federal "diversity" jurisdiction cases (i.e., cases that are in federal court because the parties suing each other are citizens of different states). Since this is a federal law, "federal question" jurisdiction attaches, which doesn't have that "amount in controversy" limitation.
Even if this were a diversity case, the $75,000 amount isn't that hard to reach -- one doesn't have to prove it, one only has to claim it (actually, you have to claim *at least* $75,001) in your complaint. Granted, there needs to be a reasonable basis for claiming it...
The worst part is that unlike IBM, Google may not have the vast army of lawyers to devote to their defense. Now they're not poor, and they do have lawyers, but nothing like the fancy-pants ones that IBM has on tap.
I can't find a link to the source article anymore, but Google's general outside counsel is Wilson Sonsini in Silicon Valley, considered the top tech law firm and generally one of the top corporate law firms in the country; Google also uses some of the top IP firms in the country for some of their IP needs. Wilson Sonsini or any of the IP firms they use are easily as "fancy-pants" as IBM's lawyers, and definitely can handle anything thrown their way.
I doubt Google would be liable for willful infringement, but in any case, its infringement shouldn't really affect its *valuation* because the infringement is so incidental to Google's business -- Google can pay a license fee and keep on truckin'; Google can move its servers to a different platform and keep on truckin'.
Even it were found liable for infringement -- even willful infringement -- the damages payment would properly be a one-time operating cost. Such things shouldn't significantly affect Google's IPO valuation.
Why would it reduce Google's valuation "perhaps by billions"? What would be Google's maximum liability? How does it affect Google's inherent value (that is, how does it affect Google's IP portfolio? Revenue stream? P&L? Even its balance sheet?)?
Google's a high profile target, sure, and it may reduce Google's valuation somewhat, but an SCO litigation threat affects companies like Sun and IBM (which make Unix-like operating systems) more than Google, whose use of Linux/Unix is a bit more incidental to its business. Litigation would be more threatening even to Microsoft, depending on what MSFT has done or does with Unix code (for OS compatibility or whatnot).
This is why every contract, employment or otherwise, contains standard legal boilerplate that states that if any portion of the contract is found to be unenforceable, the rest shall remain in force. Because contracts routinely include things that the law forbids. I've run into this myself with apartment leases (written by Colorado lawyers trying to get around clear provisions in Arizona's landlord-tenant laws) and at least one employment contract (when Adobe bought out my employer and tried to get us to sign new contracts, which contained many clauses that are unenforceable and in fact are outright illegal in Arizona, which is a right-to-work state).
Hmm... Hopefully, that's just poor drafting on the part of the drafter. I've seen leases and employment agreements that were either drafted by lawyers that didn't bother to check local rules or get the advice of local counsel, or were drafted by nonlawyers. (Remember, contracts don't have to be written by lawyers!)
In my experience, lawyers usually don't add clearly unenforceable provisions to a contract on purpose, just for the reason that, even if there's a severability clause, you don't want to have to argue about it -- or worse, possibly cast doubt on the enforceability of the contract's other provisions.
IANAL, but no employer has ever won a court case on these IP agreements, even when the software was developed for the company on company time and on company computers.
This is completely and utterly wrong. The norm is to enforce these provisions in favor of the employer, except in the most egregious cases and absent local statute to the contrary (like California's). Provisions that require assignment of all inventions (created at home or at work) are also very often enforced.
I'm not going to bother giving any cites, but I will point you to this interesting article by Rob Merges, which he published back in 1999, entitled "The Law and Economics of Employee Inventions." In the beginning of the article, it gives the default rules on employee inventions (i.e., the rules that apply when no contract exists), and then talks a bit about what happens when an explicit contract does exist. (Hint: there's a reason why that subsection is called "the (almost complete) primacy of contract.")
Btw, the interesting part is the law and econ analysis that makes up the meat of Rob's article. (At least, it's interesting to me.)
Fair enough; good point. Of course, I wasn't talking about those kinds of companies.
And to respond to the AC: most regular corporations never have "make as much money as possible", or anything remotely like that, in their charter. The closest you'll get is the statement of the corporation's purpose, and nowadays, at least in Delaware, it's something like "the purpose of this Corporation is to engage in any lawful act or activity for which corporations may be organized". (That is the stated purpose of VA Software (parent to slashdot); you can see it in one of their amended S-1s back in 1999).
Your two aforementioned companies are both publicly owned. They are legally bound to do what is in the best financial interests of their shareholders. The actual owners of the company are not involved in the daily management and have only one, single-minded reason for owning stock: profit.
EVERY corporation, public or private, is "legally bound to do what is in the best financial interests of their shareholders." The point is that they have shareholders, hence the responsibility.
When Google finally bites the bullet and has a billion dollars in other people's money, a old-school board of directors, along with the need to please the SEC and Wall Street analysts, things will change drastically.
First of all, what is an "old-school board of directors"? Half of the board is made of outside directors -- two VCs and another business person. I'm not sure what means to you. For a public company, as a result of Enron and other corporate dishonesty, new rules promulgated under Sarbanes-Oxley require more board independence. Thus, in one sense of the term, "old-school" directors would be better. Second, it's a good thing to please the SEC -- it keeps a company honest and keeps shareholders informed.
Then some other upstart, agile company will usurp the crown and be the geek's new flavor-of-the-week. It's just how capitalism works. The moral: Don't get to blindly attacted to Google or you're going to feel deeply betrayed--they *are* only a business after all.
You speak the truth. I just don't understand loyalty to companies based on anything other than price and product/service quality.
No--the average students out of the top national schools get the opportunity to earn 125 K. Don't take me out of context. I didn't say all lawyers. I said "standard garden variety law student fresh out of one of the top national schools." I'm not talking about people who go to their local law school and get a job with their local firm or the DA's office. But $125K is both the 25th and 75th percentile salary for just about every "top 10" law school. If you want to go work for a large law firm in NYC or Chicago, and you're in the middle of the grade curve at a top national school, you're golden unless you have serious personality defects. Even in this market.
Fair enough (although it seems I was being a bit more inclusive in my understanding of "top national schools"; middle of the pack at Duke, e.g., doesn't make you "golden" in BIGLAW). But your original post started out with the broad statement "Law firms are pretty expensive, you know" and then went on to explain why by talking about first years' salaries and partners' bonuses. It just sounded like you recently overheard some 2Ls talking about the law firms they're interested in, and inferred that every law firm is the same. The fact remains that there are very few firms on the tier that you talk about, relative to the overall legal market, as well as very few lawyers.
Your standard garden variety law student fresh out of one of the top national schools, with no experience under her belt, gets 125K a year. A couple tens of millions makes a bonus that a partner yawns at.
I had to laugh when I read this. Is this really what people think? There are many lawyers out there, but only so many 125K-starting pay jobs. The median salary for lawyers is around $89,000 -- and this is for all lawyers in this country, not just the fresh out of law school ones. Really, only the top students out of the top national schools get the opportunity to earn 125K with no experience. Also, there are very, very few firms at which partners even average profits per partner near or above a million dollars (sorry, only 2000 PPP figures). The rest of the thousands upon thousands of law firms and lawyers earn pretty normal salaries.
Both of you are partly right, mostly wrong. Galvatron is correct that a hostile takeover is simply a takeover that is against the will of the current board of directors. In order to effect a hostile takeover, you can either do a tender offer -- in which you offer to buy shareholders' shares (usually for a premium) until you accumulate enough shares that you can replace the board of directors with your directors -- or a proxy fight, in which you solicit shareholders' votes for your chosen directors. In some circumstances a 50% is of course much better.
What most people here don't realize is that you can do a hostile takeover even if a non-controlling percentage of stock is being traded on the public markets. Indeed, what's being traded on the public markets is irrelevant. In the proxy fight scenario, voting stock is voting stock, no matter where you get it from. In the tender offer scenario, the acquiror just has to follow the rules (e.g., but most importantly, Reg 14D of the proxy rules). It doesn't matter how the shareholders got their stock.
You have to remember that in IPO is really only two events for a company: 1) it's the first time the company sells shares to the "general public" in a "registered offering" and 2) it's when the company starts being subject to the periodic reporting requirements of the Exchange Act of 1934.
So many college students have [VB] as their intro to programming.
Oh my -- seriously? When I was in college, we started out with Scheme/Lisp, then went on to ML, then to Java. We used to curse learning Lisp and ML ("why can't we learn something more useful??") but I think, in the end, we realized we were much better off in our computer science foundation.
Copyright deals with programs and source code in the exact same way it does with _The Wind in the Willows_, aside from the DMCA and the statutory right to make back-up copies of software. I used TWITW as an example only because I knew it was in the public domain. The legal analysis isn't any different.
Ah, I see what you're saying -- the GPL guarantees that the *copy* (or derivative work) of the subject work is free. Good point. I was only looking at how free the *subject work* is.
The point about slavery (and anarchy, like one of the comments below) is really about whether the system as a whole promotes freedom more or less, not whether each individual component of the system does that.
Our conflict (which I don't think actually exists) is like this: one can't argue that a person who is restricted from holding slaves is more free than a person who is able to; however, one also can't argue that a society that lets persons hold slaves is more free than a society that restricts them from doing so.
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"Microsoft has broken some laws, too, yes."
/.'ers understand that very well. (I find it ironic that you pointed at Priceline's patent infringement claim against Expedia -- most /.'ers HATE business method patents, and that's what Priceline was suing about. Seems kind of silly to claim that Priceline "owns" the process of "charg[ing] consumers automatically once a hotel room meets their conditions", and thus even sillier to claim that Microsoft, er, Bill Gates is a horrible horrible person for thinking that he couldn't develop technology to do that.)
Why is that OK with you? Why is somebody who breaks laws a better person then somebody who did not break laws? You judge ellison harshly even though he has never been charged with a crime and you want to give Bill gates a pass even though he has been convicted.
It's not OK with me that they've broken laws. We started out talking about Bill Gates the person, and I'm talking about whether he's an asshole or not. "He" has not been convicted; Microsoft has. There's a difference. The reason why I keep harping on the difference between breaking a law and morality is that there IS a difference, and one can be a perfectly nice, even moral, person but still break a law.
I have provided you with a few links, google can provide much more.
Thank you for the links. The only one, though, that I put any weight on is the Stac case -- it went through litigation and MSFT got in trouble. The others all talk about companies who have CLAIMED that MSFT has infringed technology and have sued. Does that mean MSFT actually stole technology? No. MSFT has an enormous number of products and is involved in a lot of different product lines. And MSFT is a very large, deep pocketed target. And copyright and patent infringement is a messy issue -- I hope you understand that, since most
If I could prove to you that MS lied cheated and stole would you agree with me that they are immoral?
Yes, I would (well, not "MS" of course but the people who did it and the people who have responsibility for it). Except that if you use examples like violating business method patents or even examples of copyright infringement, only one of which resulted in a spanking, I'm not going to agree very easily.
In many cases it's very difficult to judge the morality of an act especially given historical perspective.
You said previously: "I acknowledge that some people have sliding scales of morality or situational ethics but by definition those people are immoral and unethical." What you just said sounds contradictory.
Your beliefs contradict reality. There is ample evidence including his own words and emails that indicate that we was trying to screw over specific people and retaliate against specific people. It's all a part of public evidence.
OK -- I wholeheartedly admit my ignorance, and I'm very interested to know: Who, specifically? What specifically was he trying to do? And most importantly, was it adjudged as true? Quotes from The Register absolutely do not count as "proof" btw -- Ideally, I'm looking for the evidence that a jury decided was true as the finders of fact in a trial.
You remember the video tape incident don't you?
I do, but I don't remember the aftermath -- what happened to that?
Really? There were a couple of executives that were threatened financially and warned not to testify against MS. Why do you think the intimidation has to be physical? Why would gates hit somebody when he could ruin them financially?
What executives? MSFT executives? What kind of "financial threat" was it? Who was threatening it?
The intimidation doesn't necessarily have to be physical, but the reason why I said that is that the intimidation, for it to work, has to be real, immediate and credible. Physical intimidation is usually very easy to do with credibility. Other kinds of intimidation -- l
You are judging Ellison by what he says aren't you?
I'm not judging him like you are. I'm saying he's an asshole, not that he's evil.
Wow what an odd statement. First of all Bill Gates has done much worse then things then leveraging his monopoly. He has also stolen technology from his partners, he has reneged on contracts, he has stolen customers from his partners, he has lied repeatedly and backstabbed just about everybody he partnered up with.
I frankly don't know enough about what else Bill Gates has done, but I do know what I've heard about. He has been extremely aggressive in competing with others, sure. Microsoft has broken some laws, too, yes. But I haven't heard anything about outright stealing technology; Microsoft has certainly copied (i.e., imitated) others, rather than completely innovating, but that's not necessarily illegal or immoral. (Is OpenOffice immoral? It's practically a copy of MS Office. Is FreeDOS immoral? It's MEANT to be a copy of MS-DOS.) Microsoft has simply acquired companies rather than building their own technology -- also not illegal, even if it's not that respectable. I've never heard that they've reneged on contracts, but there's ALWAYS two sides to that kind of story. "Stealing" customers is also that kind of two-sided story. Indeed, all businesses are in the business of "stealing" customers from other businesses --that's called competition. Lying is bad, yes, I won't argue with that. But yet again, many times it's a perspective thing -- as is "backstabbing." Give me more information, and then I can make a proper judgment.
Secondly yes being unethical and breaking the law is immoral. Whose morals? Well just about anybodies. Did your mother tell you it was OK to be unethical? Did your mother tell you to break the law in order to make money? What moral system approves of unethical and illegal behavior. I can only think of one structure of thought that has no problem with unethical and illegal behaviour and that is satanism.
Do you think every law is proper? Are there no laws that are wrong in themselves? Would breaking those wrong laws be unethical and immoral? Why do laws change, if they're always right? Were the people who dodged the draft in protest of Vietnam unethical? Immoral? Is it unethical to buy Cuban cigars? Immoral?
How about this: are people who smoke pot unethical? Immoral? Are the people that passed the anti-drug laws unethical? Immoral? Are homosexuals who live in states with sodomy laws unethical? Immoral? Are politicians who want to ban same-sex marriage unethical? Immoral? Is it unethical to buy prescription drugs in Canada? Immoral? Is it unethical to try to prevent Americans from buying such drugs? Immoral?
Why is it so hard for you to see the complexity? Do you not see the difference between a law and a more?
"What universal mores did Microsoft people break? What laws did Microsoft people break?"
Lying, cheating, stealing to start with. Are you aware that there was a trial and that MS was found guilty?
I certainly know that Microsoft was found guilty of violating the antitrust laws, which is not the same as "lying, cheating, and stealing". Oddly enough, as a matter of fact, "lying, cheating and stealing" don't appear in the Sherman Act or the Clayton Act. Apparently you have no idea what their violation was and what it meant. A company can certainly violate the antitrust laws without lying, cheating or stealing. But I'm not really arguing that they didn't do those things and I certainly didn't ask those questions to show that Microsoft didn't do those things -- I asked those questions in order to contrast against Philip Morris's own violations of mores and laws, in order to show that there's complexity in the issues.
If they caused destruction then yes they were immoral. Why is that so hard to understand for you? If you kill people, destroy other peoples property, lie, cheat, steal etc you are immoral. In
They may be metaphorical but in the entire universe of metaphors top level MS executives chose ones that are gross and violent. As I said this is serial killer talk not normal people talk. I use metaphors all the time but I would never have chosen imagery like that.
Fair enough; those metaphors are pretty inappropriate. I've never used them, myself. However, 1) I hear people use similar violent metaphors pretty often; 2) people obviously enjoy playing fake violence or even criminal acts -- see Doom, GTA, etc. -- what do you think of those people? I think it's safe to say those people aren't immoral or evil, and they're PRETENDING they're ACTUALLY KILLING PEOPLE or committing crimes, not using a rhetorical device; 3) people make and watch violent TV shows, violent books, etc. and no one thinks they're immoral or evil; and 4) notwithstanding anything I've just said, I've known many people that enjoy saying gross and inappropriate things just to shock people or make a point, and I don't think they're immoral or evil either. My point in all of this is that you can't condemn someone on the basis of two colorful phrases.
It's obvious to me that this kind of talk goes on all the time at MS headquarters.
Perhaps. But while I may not want to spend a whole lot of time socially with the people that use that kind of talk, I hesitate to judge the PEOPLE as evil simply on their choice of words.
The definition of morality does not change when you clock in to work and when you go home. If you are an honest, ethical person then you will behave that way no matter what. I acknowledge that some people have sliding scales of morality or situational ethics but by definition those people are immoral and unethical. Morality is built into your character and shows in all your actions.
Okay, here is the real crux of your argument. (I seriously hope your arguments above about the choice of phrase wasn't a strong part of your argument.) You seem to think there's a set definition of morality in everything, including business. I won't disagree that there's a universal set of morals that everyone should agree on, but I really have to question the idea that, for example, leveraging your monopoly position in a market is immoral! It's illegal, it's unethical (because it's illegal and general business practice avoids it), but immoral? Whose morals?
I'm not a serious cultural relativist, but I do appreciate that sets of mores easily differ between different contexts, and that sometimes these sets don't perfectly overlap.
Judging from your signature, I would think that you probably believe manufacturers who help design and build bombs or guns or other military goods are immoral. Am I right? Do you think capitalism is immoral? [I suspect you do.]
Gosh, I can think of so many examples of business practices that I suspect you'd think are immoral or unethical, but are certainly not unethical (and I would say certainly not immoral) to most business people.
Here's an example to think about: Are the management at Philip Morris immoral because they continue to contribute to lung cancer? Are the people at Microsoft more or less immoral than Philip Morris people? What universal mores did Philip Morris people break? What laws did Philip Morris people break? What universal mores did Microsoft people break? What laws did Microsoft people break?
Also, I'm quite surprised by your belief that people who have a more fluid idea of morality -- e.g., looking at the context ("situational" morality, as you put it) -- are themselves immoral and unethical!! What about the father who steals a loaf of bread for his children: is he immoral? Is he unethical? If I believe he wasn't immoral, am I immoral? What if I thought it wasn't immoral, but unethical? Can that dichotomy even exist in your world?
Not to beat a dead horse (gasp, what a violent metaphor! I must be immoral!), but what about "environmental terrorists"? Are they immoral for causing such
Look, I'm not really analyzing anything; I'm just giving my impressions of the two based on what I've read or heard about them. Like when you form a first impression, if you will, of someone you've met, although I've never met either of them, so my impressions come solely from the media.
That said...
This is the same company that put out memos using gross terminology like "knife the baby" and "cut off the air supply". This is serial killer talk. I don't know if the terminology originated with gates but he did not raise any objections to it.
First of all, these are corporate memos, not letters from Bill to his grandmother. I believe those quotes came from the various memos (e.g., the Halloween memos) that have been leaked in the past, which were written by employees. I don't think any of them were Gates's terms. You're right, though, he didn't object to them. But those quotes are clearly metaphorical, not literal; there's absolutely no question that a baby and someone's trachea were not being targeted. Larry, on the other hand, was being literal, although he was joking. There's a giant difference. Larry was talking about Bill's HOUSE, not MSFT's offices! He was buying an actual fighter jet that at some point in its history was able to shoot those missiles!! I know it was a joke, but it doesn't come off well when he jokes about real-life things like that. Even you attribute the "knife the baby" quote to Bill, there's absolutely no possible way to say that Bill himself is joking about knifing an actual baby. I just don't interpret the Bill quotes as personally malicious -- they're clearly talking about a company, or open source software in general -- but I do interpret Larry's to be that way.
In other words, I don't get the impression that Bill has ever threatened, joked, or even contemplated hurting a person (e.g., Jim Clark or Linus Torvalds). Larry, on the other hand, has publicly joked about blowing up Bill's house.
You are making up to be some sort a bafoon. Sure he wants to project that image (and many people have bought it apparently) but I think you are very wrong. Good honest decent people don't lie, cheat, steal, and break the law habitually.
I'm not making him out to be some sort of a buffoon. I'm saying that he runs his business like a game -- that is, he's willing to bend and break rules as if the rules aren't all that significant. My impression is that he sees a difference between business rules and life rules. Fair enough, although of course it's all a matter of perspective, and business rules still do have real life effects. He's apparently an extremely tough manager with a volatile management style; he's a perfectionist and a control freak. But I don't get the impression he's that way outside Microsoft. And that's perfectly normal, IMHO. My SO, for example, is known at her company as an extremely tough manager, a perfectionist, a control freak, very, very, very impatient, and, um, loud. But outside of work, with me and her friends and family, she's the sweetest girl in the world (well, she's still somewhat impatient). She just views work differently than her personal life. I know, therefore, she's a good, wonderful person, even though she may have a different reputation at work.
"Put it this way: if Larry were to lose Oracle and all of his money, I think Larry would be plotting someone's death."
That's just bullshit. How did you arrive that bit of anlysis? You have psychic abilities or something.
Like I said, I'm not analyzing anything; I'm just talking about my impressions. Of course I don't have psychic abilities, but I'm sorry if you can't understand how people form impressions of other people based on more than the one or two most obvious factors. I do hope that you're not as simplistic as to think, for example, RMS is a great guy simply because of what he believes in and Bill Gates is a bad guy because of how he runs his business. RMS could be a complete asshole and a really bad p
Also don't forget the Gates is just as ruthless as ellison if not more so. I think Ellison understands exactly what Gates is capable of and wants to make sure he does not end up on the long list Gates victims.
Gates may be a ruthless businessman, but I don't get the impression that he's a ruthless person. Of course, I don't know him, so take this with grain of salt, but I can't imagine Bill Gates ever saying "Maybe I should fire a few Maverick missiles in his [Ellison's] living room" or frequently use Larry and Oracle interchangeably -- "Larry divides the world into two things -- the stuff he owns and everything else. And Oracle wants to own everything." That's just vindictive. I think it's telling that Larry is one of the least generous billionaires out there ($ 69 million as of 2002, or 0.4% of his wealth), while Gates is one of the most generous ($25.6 billion as of 2002, or 60% of his wealth).
I get the impression that Larry is a total narcissist and a bad person, concerned with beating everyone and looking good (to the last point, look at his materialism and the way he dresses and puts himself out). He's ruthless like a mobster is ruthless -- kill or be killed, and everyone's a potential killer. Whereas Bill is entirely socially-inept, and runs his business like a game without realizing its real-world effects, but is basically a good guy (nowhere near as materialistic, doesn't really care or even understand fully what people think of him). He's ruthless like a ruthless Monopoly game player -- bend the rules, maybe even cheat, be a poor loser, but it's still just a game.
Put it this way: if Larry were to lose Oracle and all of his money, I think Larry would be plotting someone's death. If Bill Gates were to lose Microsoft and all of his money, I think Bill would just start over and try to do something else.
I think they do this already in some places. I researched flying to Philadelphia on Orbitz not too long ago, and was presented with several options for flying to Newark, NJ and then hopping on Amtrak for the rest of the trip (presumably using the new Airtrain station at Newark Airport). I don't know for sure whether the baggage transfer was automatic, but the ticket was definitely combo (not some "vacation package").
Drug companies spend twice as much on marketing as on R & D.
This is silly, and it's bad because it's oft-repeated.
First of all, the data that you refer to looks at expenses that include marketing/advertising AND administrative expenses, so it's disingenous to say what you're saying. Let's take Pfizer, for example. Look at the financial statements in their annual report.
On revenue of $32 billion in 2002, they spent $5 billion on R&D (about 16% of revenue) as opposed to $10.8 billion on SI&A (selling, informational & administrative) expenses, which is about 34% of revenue, or, yes, twice R&D.
But how much do you think the "administrative" portion accounts for? Let's look JUST at employee costs: in the 10-K they have to say how many employees they have; they have about 98,000. Let's say the employees each cost, on average, $75,000 per year, using the rule of thumb that employees cost about twice their salary (which average is ballparked to about 37k per year -- a pretty low average, I would say). JUST the employee cost would be almost $7 billion dollars.
That leaves about $3.8 billion for marketing, which is a lot less than R&D. And of course we're not considering 1) costs other than employee costs, like property/plant/equipment -- geez, the annual report lists this for Pfizer on a stand-alone basis (that means, not counting the subsidiaries, which I'll get to in a sec) as $1.8 billion dollars! And 2) before this year, at least, Pfizer had several consumer products divisions that naturally required much less R&D and much, much more marketing. This skew -- which I think exists in all the big drug companies -- certainly isn't clear just from looking at the bare numbers.
At any rate, it's clear that Pfizer, at least, certainly doesn't spend "twice as much on marketing as on R & D".
BTW, another way of looking at it is this: the data that's often repeated says that the 9 biggest drug companies spent about $45.4 billion dollars on "marketing, advertising and administration" last year. If we took this total to mean "marketing", it would be crazy. According to AdAge, the total amount spent domestically on advertising was only $83 billion last year. For EVERY SINGLE advertiser in this country. There's no F---ing way that more than half of this expenditure was marketing by the 9 major drug companies.
Wanna do away with government interference in drug prices? Fine - start by ceasing the issuance of patents.
This is also silly. The empirical evidence that best supports the idea that IP protection encourages more innovation comes from the pharmaceutical industry; in fact, there's a lot of contrary evidence for a lot of other industries, but not for pharma. (See, for example, studies by Levin, Cohen, Allison & Lemley, Kortum & Lerner; there are lots of them.)
The parent is right -- getting rid of patents would be a tremendous net negative to society, at least with respect to medicine.
And no, I don't work for Pfizer or represent them. I'm just huge on sanity checks.
I don't think the other two posters (while correct) quite answer your first question, so: RBC bought preferred stock that is convertible into common stock. When they convert the stock, they hand in the preferred stock to the company and get a certain amount of common stock back. So yes, they're intending to issue more common stock; that's what the "convertible" means -- when you convert, common stock is issued to replace the preferred you're converting. The common stock is "issuable" because it's only issued upon conversion.
Anyway, all this was clear from the very beginning; it goes to the heart of the deal.
So for a VC, they are probably looking for 10%++ return, which they would definitely not be seeing here.
The VCs aren't getting any return. OpsWare is public (it used to be called Loudcloud, which went public in 2001), and the VCs (naturally) cashed out at the IPO.
Even if OpsWare were private, though, the VCs wouldn't get any return. VCs get their investment return upon an IPO or acquisition (or liquidation, although that is almost always a negative return), not on their portfolio companies' operating profits.
You don't have to "prove" no less than $75,000 in damages. That amount has to do with whether a federal court has "subject matter" jurisdiction over a case. The $75,000 floor applies in federal "diversity" jurisdiction cases (i.e., cases that are in federal court because the parties suing each other are citizens of different states). Since this is a federal law, "federal question" jurisdiction attaches, which doesn't have that "amount in controversy" limitation.
Even if this were a diversity case, the $75,000 amount isn't that hard to reach -- one doesn't have to prove it, one only has to claim it (actually, you have to claim *at least* $75,001) in your complaint. Granted, there needs to be a reasonable basis for claiming it...
The worst part is that unlike IBM, Google may not have the vast army of lawyers to devote to their defense. Now they're not poor, and they do have lawyers, but nothing like the fancy-pants ones that IBM has on tap.
I can't find a link to the source article anymore, but Google's general outside counsel is Wilson Sonsini in Silicon Valley, considered the top tech law firm and generally one of the top corporate law firms in the country; Google also uses some of the top IP firms in the country for some of their IP needs. Wilson Sonsini or any of the IP firms they use are easily as "fancy-pants" as IBM's lawyers, and definitely can handle anything thrown their way.
I doubt Google would be liable for willful infringement, but in any case, its infringement shouldn't really affect its *valuation* because the infringement is so incidental to Google's business -- Google can pay a license fee and keep on truckin'; Google can move its servers to a different platform and keep on truckin'.
Even it were found liable for infringement -- even willful infringement -- the damages payment would properly be a one-time operating cost. Such things shouldn't significantly affect Google's IPO valuation.
Why would it reduce Google's valuation "perhaps by billions"? What would be Google's maximum liability? How does it affect Google's inherent value (that is, how does it affect Google's IP portfolio? Revenue stream? P&L? Even its balance sheet?)?
Google's a high profile target, sure, and it may reduce Google's valuation somewhat, but an SCO litigation threat affects companies like Sun and IBM (which make Unix-like operating systems) more than Google, whose use of Linux/Unix is a bit more incidental to its business. Litigation would be more threatening even to Microsoft, depending on what MSFT has done or does with Unix code (for OS compatibility or whatnot).
This is why every contract, employment or otherwise, contains standard legal boilerplate that states that if any portion of the contract is found to be unenforceable, the rest shall remain in force. Because contracts routinely include things that the law forbids. I've run into this myself with apartment leases (written by Colorado lawyers trying to get around clear provisions in Arizona's landlord-tenant laws) and at least one employment contract (when Adobe bought out my employer and tried to get us to sign new contracts, which contained many clauses that are unenforceable and in fact are outright illegal in Arizona, which is a right-to-work state).
Hmm... Hopefully, that's just poor drafting on the part of the drafter. I've seen leases and employment agreements that were either drafted by lawyers that didn't bother to check local rules or get the advice of local counsel, or were drafted by nonlawyers. (Remember, contracts don't have to be written by lawyers!)
In my experience, lawyers usually don't add clearly unenforceable provisions to a contract on purpose, just for the reason that, even if there's a severability clause, you don't want to have to argue about it -- or worse, possibly cast doubt on the enforceability of the contract's other provisions.
IANAL, but no employer has ever won a court case on these IP agreements, even when the software was developed for the company on company time and on company computers.
This is completely and utterly wrong. The norm is to enforce these provisions in favor of the employer, except in the most egregious cases and absent local statute to the contrary (like California's). Provisions that require assignment of all inventions (created at home or at work) are also very often enforced.
I'm not going to bother giving any cites, but I will point you to this interesting article by Rob Merges, which he published back in 1999, entitled "The Law and Economics of Employee Inventions." In the beginning of the article, it gives the default rules on employee inventions (i.e., the rules that apply when no contract exists), and then talks a bit about what happens when an explicit contract does exist. (Hint: there's a reason why that subsection is called "the (almost complete) primacy of contract.")
Btw, the interesting part is the law and econ analysis that makes up the meat of Rob's article. (At least, it's interesting to me.)
And the GPL.
Fair enough; good point. Of course, I wasn't talking about those kinds of companies.
And to respond to the AC: most regular corporations never have "make as much money as possible", or anything remotely like that, in their charter. The closest you'll get is the statement of the corporation's purpose, and nowadays, at least in Delaware, it's something like "the purpose of this Corporation is to engage in any lawful act or activity for which corporations may be organized". (That is the stated purpose of VA Software (parent to slashdot); you can see it in one of their amended S-1s back in 1999).
Your two aforementioned companies are both publicly owned. They are legally bound to do what is in the best financial interests of their shareholders. The actual owners of the company are not involved in the daily management and have only one, single-minded reason for owning stock: profit.
EVERY corporation, public or private, is "legally bound to do what is in the best financial interests of their shareholders." The point is that they have shareholders, hence the responsibility.
When Google finally bites the bullet and has a billion dollars in other people's money, a old-school board of directors, along with the need to please the SEC and Wall Street analysts, things will change drastically.
First of all, what is an "old-school board of directors"? Half of the board is made of outside directors -- two VCs and another business person. I'm not sure what means to you. For a public company, as a result of Enron and other corporate dishonesty, new rules promulgated under Sarbanes-Oxley require more board independence. Thus, in one sense of the term, "old-school" directors would be better. Second, it's a good thing to please the SEC -- it keeps a company honest and keeps shareholders informed.
Then some other upstart, agile company will usurp the crown and be the geek's new flavor-of-the-week. It's just how capitalism works. The moral: Don't get to blindly attacted to Google or you're going to feel deeply betrayed--they *are* only a business after all.
You speak the truth. I just don't understand loyalty to companies based on anything other than price and product/service quality.
Interestingly enough, Diebold makes ATMs. In fact, from what I understand, it's the world's largest manufacturer of ATMs.
No--the average students out of the top national schools get the opportunity to earn 125 K. Don't take me out of context. I didn't say all lawyers. I said "standard garden variety law student fresh out of one of the top national schools." I'm not talking about people who go to their local law school and get a job with their local firm or the DA's office. But $125K is both the 25th and 75th percentile salary for just about every "top 10" law school. If you want to go work for a large law firm in NYC or Chicago, and you're in the middle of the grade curve at a top national school, you're golden unless you have serious personality defects. Even in this market.
Fair enough (although it seems I was being a bit more inclusive in my understanding of "top national schools"; middle of the pack at Duke, e.g., doesn't make you "golden" in BIGLAW). But your original post started out with the broad statement "Law firms are pretty expensive, you know" and then went on to explain why by talking about first years' salaries and partners' bonuses. It just sounded like you recently overheard some 2Ls talking about the law firms they're interested in, and inferred that every law firm is the same. The fact remains that there are very few firms on the tier that you talk about, relative to the overall legal market, as well as very few lawyers.
Your standard garden variety law student fresh out of one of the top national schools, with no experience under her belt, gets 125K a year. A couple tens of millions makes a bonus that a partner yawns at.
I had to laugh when I read this. Is this really what people think? There are many lawyers out there, but only so many 125K-starting pay jobs. The median salary for lawyers is around $89,000 -- and this is for all lawyers in this country, not just the fresh out of law school ones. Really, only the top students out of the top national schools get the opportunity to earn 125K with no experience. Also, there are very, very few firms at which partners even average profits per partner near or above a million dollars (sorry, only 2000 PPP figures). The rest of the thousands upon thousands of law firms and lawyers earn pretty normal salaries.
Both of you are partly right, mostly wrong. Galvatron is correct that a hostile takeover is simply a takeover that is against the will of the current board of directors. In order to effect a hostile takeover, you can either do a tender offer -- in which you offer to buy shareholders' shares (usually for a premium) until you accumulate enough shares that you can replace the board of directors with your directors -- or a proxy fight, in which you solicit shareholders' votes for your chosen directors. In some circumstances a 50% is of course much better.
What most people here don't realize is that you can do a hostile takeover even if a non-controlling percentage of stock is being traded on the public markets. Indeed, what's being traded on the public markets is irrelevant. In the proxy fight scenario, voting stock is voting stock, no matter where you get it from. In the tender offer scenario, the acquiror just has to follow the rules (e.g., but most importantly, Reg 14D of the proxy rules). It doesn't matter how the shareholders got their stock.
You have to remember that in IPO is really only two events for a company: 1) it's the first time the company sells shares to the "general public" in a "registered offering" and 2) it's when the company starts being subject to the periodic reporting requirements of the Exchange Act of 1934.
So many college students have [VB] as their intro to programming.
Oh my -- seriously? When I was in college, we started out with Scheme/Lisp, then went on to ML, then to Java. We used to curse learning Lisp and ML ("why can't we learn something more useful??") but I think, in the end, we realized we were much better off in our computer science foundation.
Copyright deals with programs and source code in the exact same way it does with _The Wind in the Willows_, aside from the DMCA and the statutory right to make back-up copies of software. I used TWITW as an example only because I knew it was in the public domain. The legal analysis isn't any different.
Ah, I see what you're saying -- the GPL guarantees that the *copy* (or derivative work) of the subject work is free. Good point. I was only looking at how free the *subject work* is.
The point about slavery (and anarchy, like one of the comments below) is really about whether the system as a whole promotes freedom more or less, not whether each individual component of the system does that.
Our conflict (which I don't think actually exists) is like this: one can't argue that a person who is restricted from holding slaves is more free than a person who is able to; however, one also can't argue that a society that lets persons hold slaves is more free than a society that restricts them from doing so.