mobile-apps, llc, partnership, ownershiphere is my dilemma. So my good friend of nearly 18 years recently approached me with an idea for a mobile app, which he has been fairly convinced would make it to a very popular level.
With myself being an experienced web developer, designer, marketer, and programmer, he’s been asking for my advice on these topics. Throughout our conversations however, I’ve come to believe his idea may indeed be lucrative and I am leaning towards possibly getting involved in making it happen.
However, being an experienced developer, it also occurred to me in our talks that I could technically build, design, partially program, and bring to market this entire idea sole-handedly if I really chose to (perhaps with some outsourcing and management). I’m not sure what the role of my friend would even be, as he has no capital or technical skills, only the idea and a willingness to help.
I’ve gone through several startups in the past where the partnership came under stress due to me taking on the brunt of the workload and the other members’ roles becoming increasingly in question, so this is definitely a huge concern for me.
And finally, it has just turned out that this idea isn’t my friend’s own idea either, but rather of his other friend (who I only peripherally know), and who is already interested in contacting me to discuss percentages of ownership and company formation (!). This third person, in my opinion, would have literally nothing to bring to the table in such a project, other than having thought of it.
I am very interested in pursuing this idea, but would love to hear any opinions on how to ethically proceed under such a situation.
The question to me is one of “but for”. In other words, but for your friend talking to you about this idea, is it something you would have come up with on your own?
If you can honestly answer yes to that then to me there doesn’t seem to be an ethical issue. The same is true if it turns out your friend “borrowed” the idea from someone else.
Ask yourself, what does your gut tell you about the right thing to do? If you don’t give two hoots for the friendship then by all means, move forward on your own.
There are many people who sit around talking about ideas they’ve come up with or heard about from elsewhere, but that doesn’t really give them ownership of anything, does it? If that were otherwise the case then you’d have one heck of a time finding out who should be really credited with the airplane, light bulb, or a million other inventions.
If your friend is one of these people who always seems to come up with ideas but never really does anything with them then your decision has to be based on how you’d feel about yourself doing it on your own without involving him. After all, based on his history, what are the chances he’d follow through on it anyway? If you’re okay with it then that’s what matters most. You aren’t breaking any laws (unless your friend filed for a patent, copyright, or other protection on the idea, which is a different story).
Nobody can really tell you the right answer, because it really depends on your own moral compass and personal ethics. I would agree with you that if you’re putting in most of the work to make the project come to fruition then you deserve the bulk of the equity, and the other two would receive smaller stakes based on their own contributions, but this is a common struggle among the founders of most startups, so welcome to the club! (grin)
There’s no copyright in ideas, at least where I’m based. So if you have the idea of a new brand of soda, or if you have the idea of doing what your friend is thinking about, you may be legally in the clear at least.
Ethically, it’s a different story. If a company announced a forthcoming product and you decided to beat them to market, I think most people would judge that as fair competition. And the same, most likely, if it was someone on their own, showing and telling their latest project, though that starts to feel a little uncomfortable, doesn’t it?
But it sounds as though you’ve partnered in refining the idea, and turning it into something that’s feasible. That may pose a legal challenge (have you in fact become partners? - not likely but perhaps it’s possible in law), but it certainly seems to me to be somewhat unethical to exploit that shared work for yourself to the detriment of your friend.
So my intuition is, you have to have an honest conversation that begins, “I really want to run with this, but what that would mean is a huge amount of work for me, and I’d sooner have your permission to go it alone than your active involvement. Are you willing for me to go ahead, or do you see some solution to a fair way of working together that I’ve overlooked?”
If this is dreamware on their part, this is going to be an unpleasant wake-up call, but it may also be an opportunity to find out if there’s something they could offer, or something of value to them that isn’t an equal partnership in the potential business. If you’re clear that you value your friendship, and that you want to find a way to repay the ethical debt, it’s worth the risk in my view.
Tell you friend that you will build this app under certain conditions. He has to learn to program to help you build it so it does not seem like he wont help you at all. If he does not, build it on your own and if it all works well, bring him on later along with the other guy. If you are doing most of the work, you should hold the higher percentages, since you made it possible.
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