6 ms·

Andreessen Horowitz Leaves Delaware for Nevada, Tells Startups to Follow

42 points by pilingual 1y ago

refurb 1y ago
Nevada is the new Delaware it seems. Not surprising due to recent Deleware court decisions. Businesses can deal with anything but uncertainty.
- esafak 1y ago
  what decisions?
  - Spooky23 1y ago
    Elon’s ridiculous pay package is the best known. Founder owned companies want to enjoy total control, shareholders be damned. They consider the Delaware chancery court to be full of activist judges.
    - 0xy 1y ago
      Tesla shareholders approved the pay package both at the time it was instituted and after the judge's decision. What evidence do you have that Tesla is ignoring shareholders? Shareholders approved the plan twice.
      - Spooky23 1y ago
        Shareholders have sued Tesla for: - Insider trading on the part of Elon relating to the sale of $8B of stock. - Dilution of the shareholders via excessive compensation due to a board substantially lacking independence. - Conflicts of interest on the part of CEO damaging the company, magnified by the lack of an independent, functional board. - Various deceptions relating to “Full Self Driving” - Various other stock manipulation frauds. There’s obviously controversy about the company and this issue. The Silicon Valley types have so much money now, and their investors have shifted to different sources, the corporate governance stuff is a problem for them. The characterization of Delaware chancery courts as “activist” highlights that.
    - cbeach 1y ago
      Elon's pay package was very unusual. He would be paid a salary of zero. He would only receive compensation if he drove his company to ridiculously high growth, and only if he sustained that over a number of years. This package was agreed by shareholders (all of which have been massively enriched by Tesla). Few believed Elon could hit these targets. Elon surprised everyone when he achieved ALL the ridiculously high targets. Even more surprisingly, and somewhat disturbingly, a judge then decided to nullify his shareholder-agreed package, such that he would receive ZERO compensation for growing a penny stock startup into the world's most valuable automaker. Obviously, Tesla disputed this ruling, and held another shareholder vote on Elon's original package. The shareholders once again voted for Elon to be given what he was promised by the company. The judge again disregarded the opinions of the shareholders. This happened in Biden's home state. It's no wonder that Tesla reincorporated elsewhere, is it?
      - Spooky23 1y ago
        Courts interpret the law, they don’t provide affirmation for decisions. The company reincorporated to a state whose laws with respect to corporate governance are engineered to meet the needs of resource extraction industries which have long dominated it. The former president has no bearing whatsoever.
      - justinrubek 1y ago
        You're still spouting the same talking points used when this was more fresh. They didn't hold up then and they don't hold up now. You can try to drag Biden into this I guess but it doesn't help your point.
        cbeach 1y ago
        Could you help me out by explaining which of my points are factually incorrect?
    - refurb 1y ago
      You mean the pay package that was approved by shareholders not once, but twice? The pay package people said "the goals are so ridiculous, Elon deserves every penny if he hits them"? But regardless, it's about predictability. If it's not predictable, business goes elsewhere. If a state wants to be unpredictable, have at it, but businesses aren't going to stick around.
  - sandspar 1y ago
    I'm not an expert. I believe it's because Delaware nurtured a reputation for being predictable and safe, but its recent behavior has caused worries that it is becoming erratic and activist. A good writeup here: https://news.law.fordham.edu/jcfl/2025/03/31/delawares-corporate-crack-up-the-great-business-exodus-and-its-legal-fallout/ https://news.law.fordham.edu/jcfl/2025/03/31/delawares-corpo... Relevant clip: >One of the main reasons for the recent corporate departures is likely the series of high-profile rulings by the Delaware courts that seem to run counter to established Delaware precedent. The Chancery Court has increasingly delivered rulings that expand corporate liability, intensify shareholder scrutiny, and impose heightened governance expectations.
- hexfish 1y ago
  It's as close to a network state as they can get right now I suppose.
gamblor956 1y ago
The point of Delaware was that it's corpus of laws favored the Board and "protecting shareholder investments." Thus, Delaware has prohibitions on undisclosed self-dealing and other shenanigans. The point of Texas and Nevada is that the laws favor the C-suite and expressly disfavor external shareholders. They have no restrictions on unethical behavior; it's why billionaire tech bros love them so much.
- boredatoms 1y ago
  Presumably VCs would then disfavor investing in companies incorporated outside Delaware?
verdverm 1y ago
Stopped listening to A16Z advice a long time ago. They are part of the problem, not the solution
- burnt-resistor 1y ago
  Same. Not interested in technofeudal apologists for unreasonable people who believe "empathy is the problem".
Leptonmaniac 1y ago
In the spirit of that other HN post about brevity in writing: Who?
- nickff 1y ago
  A16Z is a very well-known venture capital firm, due to its founders, who were involved in Netscape and Loudcloud. They put a lot of late-stage money into a variety of ‘startups’, with wide-ranging results.
- georgemcbay 1y ago
  [flagged]
  - steelbrain 1y ago
    Curious, what part specifically about the debanking bit was a lie?
    - georgemcbay 1y ago
      The idea that the actions taken were politically motivated (and not because cryptocurrency has always been scam-adjacent) was a lie, and also just nonsense. Banks don't give a shit if you are or aren't woke any more than home insurance adjusters in Florida care if you believe in climate change or not.
ChrisArchitect 1y ago
Blog post: https://a16z.com/were-leaving-delaware-and-we-think-you-should-consider-leaving-too/ https://a16z.com/were-leaving-delaware-and-we-think-you-shou... (https://news.ycombinator.com/item?id=44514205 https://news.ycombinator.com/item?id=44514205}
acquiesce 1y ago
Folks. It’s time. TO BUILD.
intermerda 1y ago
https://www.businessinsider.com/marc-andreessen-trump-and-clinton-2016-6 https://www.businessinsider.com/marc-andreessen-trump-and-cl... > Marc Andreessen on why he's supporting Clinton over Trump: 'Is that a serious question?' > "The idea of cutting off the flow of immigrants into Silicon Valley makes me sick to my stomach," Andreessen says. https://www.nbcnewyork.com/news/business/money-report/andreessen-horowitz-founders-plan-to-donate-to-pro-trump-super-pac/5601949/ https://www.nbcnewyork.com/news/business/money-report/andree... > Andreessen Horowitz founders plan to donate to pro-Trump super PAC I suppose once you get an appetite for fascism your stomach aches go away.

42 points by pilingual 1y ago

Nevada is the new Delaware it seems. Not surprising due to recent Deleware court decisions. Businesses can deal with anything but uncertainty.

esafak 1y ago
what decisions?
- Spooky23 1y ago
  Elon’s ridiculous pay package is the best known. Founder owned companies want to enjoy total control, shareholders be damned. They consider the Delaware chancery court to be full of activist judges.
  - 0xy 1y ago
    Tesla shareholders approved the pay package both at the time it was instituted and after the judge's decision. What evidence do you have that Tesla is ignoring shareholders? Shareholders approved the plan twice.
    - Spooky23 1y ago
      Shareholders have sued Tesla for: - Insider trading on the part of Elon relating to the sale of $8B of stock. - Dilution of the shareholders via excessive compensation due to a board substantially lacking independence. - Conflicts of interest on the part of CEO damaging the company, magnified by the lack of an independent, functional board. - Various deceptions relating to “Full Self Driving” - Various other stock manipulation frauds. There’s obviously controversy about the company and this issue. The Silicon Valley types have so much money now, and their investors have shifted to different sources, the corporate governance stuff is a problem for them. The characterization of Delaware chancery courts as “activist” highlights that.
  - cbeach 1y ago
    Elon's pay package was very unusual. He would be paid a salary of zero. He would only receive compensation if he drove his company to ridiculously high growth, and only if he sustained that over a number of years. This package was agreed by shareholders (all of which have been massively enriched by Tesla). Few believed Elon could hit these targets. Elon surprised everyone when he achieved ALL the ridiculously high targets. Even more surprisingly, and somewhat disturbingly, a judge then decided to nullify his shareholder-agreed package, such that he would receive ZERO compensation for growing a penny stock startup into the world's most valuable automaker. Obviously, Tesla disputed this ruling, and held another shareholder vote on Elon's original package. The shareholders once again voted for Elon to be given what he was promised by the company. The judge again disregarded the opinions of the shareholders. This happened in Biden's home state. It's no wonder that Tesla reincorporated elsewhere, is it?
    - Spooky23 1y ago
      Courts interpret the law, they don’t provide affirmation for decisions. The company reincorporated to a state whose laws with respect to corporate governance are engineered to meet the needs of resource extraction industries which have long dominated it. The former president has no bearing whatsoever.
    - justinrubek 1y ago
      You're still spouting the same talking points used when this was more fresh. They didn't hold up then and they don't hold up now. You can try to drag Biden into this I guess but it doesn't help your point.
      - cbeach 1y ago
        Could you help me out by explaining which of my points are factually incorrect?
  - refurb 1y ago
    You mean the pay package that was approved by shareholders not once, but twice? The pay package people said "the goals are so ridiculous, Elon deserves every penny if he hits them"? But regardless, it's about predictability. If it's not predictable, business goes elsewhere. If a state wants to be unpredictable, have at it, but businesses aren't going to stick around.
- sandspar 1y ago
  I'm not an expert. I believe it's because Delaware nurtured a reputation for being predictable and safe, but its recent behavior has caused worries that it is becoming erratic and activist. A good writeup here: https://news.law.fordham.edu/jcfl/2025/03/31/delawares-corporate-crack-up-the-great-business-exodus-and-its-legal-fallout/ https://news.law.fordham.edu/jcfl/2025/03/31/delawares-corpo... Relevant clip: >One of the main reasons for the recent corporate departures is likely the series of high-profile rulings by the Delaware courts that seem to run counter to established Delaware precedent. The Chancery Court has increasingly delivered rulings that expand corporate liability, intensify shareholder scrutiny, and impose heightened governance expectations.
hexfish 1y ago
It's as close to a network state as they can get right now I suppose.

gamblor956 1y ago

The point of Delaware was that it's corpus of laws favored the Board and "protecting shareholder investments." Thus, Delaware has prohibitions on undisclosed self-dealing and other shenanigans. The point of Texas and Nevada is that the laws favor the C-suite and expressly disfavor external shareholders. They have no restrictions on unethical behavior; it's why billionaire tech bros love them so much.

boredatoms 1y ago
Presumably VCs would then disfavor investing in companies incorporated outside Delaware?

verdverm 1y ago

Stopped listening to A16Z advice a long time ago. They are part of the problem, not the solution

burnt-resistor 1y ago
Same. Not interested in technofeudal apologists for unreasonable people who believe "empathy is the problem".

Leptonmaniac 1y ago

In the spirit of that other HN post about brevity in writing: Who?

nickff 1y ago
A16Z is a very well-known venture capital firm, due to its founders, who were involved in Netscape and Loudcloud. They put a lot of late-stage money into a variety of ‘startups’, with wide-ranging results.
georgemcbay 1y ago
[flagged]
- steelbrain 1y ago
  Curious, what part specifically about the debanking bit was a lie?
  - georgemcbay 1y ago
    The idea that the actions taken were politically motivated (and not because cryptocurrency has always been scam-adjacent) was a lie, and also just nonsense. Banks don't give a shit if you are or aren't woke any more than home insurance adjusters in Florida care if you believe in climate change or not.

ChrisArchitect 1y ago

Blog post: https://a16z.com/were-leaving-delaware-and-we-think-you-should-consider-leaving-too/ https://a16z.com/were-leaving-delaware-and-we-think-you-shou... (https://news.ycombinator.com/item?id=44514205 https://news.ycombinator.com/item?id=44514205}

acquiesce 1y ago

Folks. It’s time. TO BUILD.

intermerda 1y ago

https://www.businessinsider.com/marc-andreessen-trump-and-clinton-2016-6 https://www.businessinsider.com/marc-andreessen-trump-and-cl... > Marc Andreessen on why he's supporting Clinton over Trump: 'Is that a serious question?' > "The idea of cutting off the flow of immigrants into Silicon Valley makes me sick to my stomach," Andreessen says. https://www.nbcnewyork.com/news/business/money-report/andreessen-horowitz-founders-plan-to-donate-to-pro-trump-super-pac/5601949/ https://www.nbcnewyork.com/news/business/money-report/andree... > Andreessen Horowitz founders plan to donate to pro-Trump super PAC I suppose once you get an appetite for fascism your stomach aches go away.