I'm not sure what point it is you're making here. Is it that there are no UK export restrictions on encrypted software if it's given away? If so, could you provide links. I would like to read this. This was brought up on the emunie forum and as far as I know never addressed fully.
In more general terms, you're entitled to your opinion and I thank you for sharing it here. My opinion is obviously otherwise regarding having to sign legally binding contracts with governments and trusting people to just walk away from those contracts when necessary (in terms of the claimed philosophical goals of emunie as opposed to making lots of money). This requires trust in the developer and his business partners that he won't give in when it gets rough (assuming he hasn't already). This has been my point right from the start.
regards,
eid
I value your views, I am just trying to get to the core of it.
Corps law, (for corporations) usual gives a set of legislation that corporations are run by, and these generally allow pretty diverse operations. Eg Corps often start of with replaceable rules or something similar
You don't sign legally biding contracts with the government, rather you aquire a suite of formalised protection from state interference as well as obligations. These obligations may what worries you. And yes they are there. Usually they are not that onerous, e.g., not trading insolvent, directors duties, tax requirements.
Corporations offer many benefits such as survivability from their foudners, separate legal personhood, e.g. a corporation is explicitly not Dan. They are separate at law. A mean to organise structures and hold formal accounts with various entities. Enforce rights etc.
Don't get me wrong corporations do lots of nasty things and bilk a lot of people, but also they don't make life easy for Govt's just look at all the tax apple is not paying by its ireland-holand set up. legally
avoiding minimising billions in tax and theres not a thing USA/EU can do about it. This is also as an aside an interesting way in which money finds a way to transact at minim cost through arbitrage of jurisdictions.
If what I apprehend you are getting at it the Govt has legally got its claws in and can make Dan do whatever now, I actually feel Dan is in a better position that when he was emunie did not have a company. Because Dan went public he was bound by inumeral laws and easily locatable.
This forces him to incorporate and emunie is in whatever it does is much better protected this way. Corperations have much more protection, perhaps the biggest being limited liability.
I respect your views however.
You've shown that I've been making assumptions regarding registered companies having extra obligations (by law) particularly in terms of export and how they carry out their business. I've realised I don't know whether this is true or not.
For instance, if there are export laws regarding encrypted software, do they apply to private persons, or just businesses. Probably both, but I honestly don't know. The same goes for when the government realise just what it is Dan is up to and the laws which will apply (or they will make up). Does it make a difference here? Again I don't know.
This being the case, I will edit my OP to reflect this (for now at least).
Lets try and look at what we do know about Ltd companies.
1) It will make things easier when dealing with other companies (e.g. buying advertising and funding Dan's round-the-world holi...err promotional tour).
2) It will allow Dan to pay salaries and bonuses to himself and the other shareholders/employees. (not sure about this. Does it give Dan a license/protection to divert funds or would he even need that?)
3)It will protect Dan from financial ruin if the project goes tits up.
That's all I can think of for now. Any additions/thoughts?
As you said, this is a necessary evil since Dan decided to be public. As I see it, this was a big mistake in the first place, and its the reason I feel the project was faulty from the ground up. "Dan Hughes" is the point of all centralisation (the person and the fact that I know the name in the first place).
Thanks for challenging my points; it's quite refreshing and it's made me think.
no probs, thanks for making me write cogently.
Your right there could be some type of laws on encryption by the UK/EU, I am not up on that aspect and if it will apply to emu. I think OS projects will get out into the wild regardless of this.
on 1) yes your right
2) If dan does do this, it will be the company that has to give out salaries, though not much turns on this if dan is has the directors power. Normal taxation will apply. In fact companies often keep most of the profits themselves and buy things, then cast the use of those thing on beneficiaries this can be use full for effective tax minimisation.
3) it could, but there are still ways to get at directors. However it has given the government two targets instead of one, and a legit company is hard to take down (you have to wind it up and sell of assets to meet debts) this almost ensures that emu code base surveys inspire of anything Dan does, unless state seizes assets, but this is highly unlikely and the SC will be on GitH long before that I think, OB1 is out and can be recompiled so thats all ok (yea I know obfuscation). So good move.
I *think* what may have happened, is this was inevitable from day one, as we both agree, largely due to dan's public nature from day one.
We may not have realised this from day one, but put yourself in dans position for a moment and consider how you would likely do this as well.
Its no fun for Dan to go to this hassle and expense, lawyers documents, etc etc registration....its a lot of continuing paper work that almost anyone would rather not have.
I have had the advantage of undertaking business law (1&2) so have had to think about companies quite a bit. Essentially a company is a decision by the state to cast limited liability on a company and unlimited liability on the citizen when dealing with a company, and as a mechanism to organise capital. In that sense it de risks entrupenrial(sp) endeavours and so encourage new forms of business. Its quite an efficient way on organising capital and labour. However what really gets interesting is holding companies, which drip feed subsidiaries with cash just enough to keep them going so this acts as a further barrier to liability. Another aspect is where you incorporate. Companies love certainty and freedom to make money. Thats why Delaware companies are popular (certainty, very good judicial bench, full of experts and quicker decisions) and city of London is good. UK Gov looks other way while companies Make , just capital raise for us(gov) when we need money. The Forex market in the Uk and AIM secondary market is a prime example of this, much less capital raising risk that other jurisdictions would frown upon. Companies are good way to influence the political landscape, because when one company gets a competitive advantage over another, the others have to adopt or buy out and apply the advantage (or try and kill it of or lobby govt to make illegal).
