Your assertion that employees are never under a moral or contractual obligation to their employers is simply wrong. An employee in a sensitive position, under a

Your assertion that employees are never under a moral or contractual obligation to their employers is simply wrong. An employee in a sensitive position, under a non-compete, cannot take trade secrets from his employer and give them to another company. This is both immoral and illegal, and contrary to your statement, sometimes the 'stick' is enforced. Even if you were right about employees, as I noted above, the situation is very different for founders. It is morally (and in extreme cases legally) wrong to accept a payoff in order to circumvent the investors to whom you have a legal and ethical duty as corporate officers. If I invest $10M in Startup X to develop and market Cool Service, and a year later the founders accept a $50M stock package from Company Y so that it can offer Cool Service, and I'm left with nothing, then "trying to claw ROI back" is absolutely a reasonable goal. (I'm not saying this was the situation with Gowalla, only that your position that it's never justified seems extreme.)