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It's a dumb move by the government. Not so much the issue of paying
taxes but forcing startup employees to pay taxes up front on assets
that might be worth 10x or 0x and are extremely hard to value. I don't
think the key issue is wanting to dodge or minimize tax here, it's not
to take a potential huge beating tax-wise for assets that may never
amount to anything, and having to deal with the complexity of valuing
a tiny, volatile, high-growth company well before the 'market has
spoken' (e.g. the moment of an acquisition). I can live with 'top
marginal rate'. I can't live with 'top marginal rate on a pile of
options that go to $0 because your company falls over'.
I think 'build to flip' vs. 'lifestyle' leaves a lot of territory open
in the middle. Not everyone is going to get a 6 month exit a la
Spreets or get out quick and pre-revenue like (to cite some Sensory
alumni's efforts) Omnisio. Some of us our building companies that may
take a while to hit an exit and may have highly contentious valuations
- potentially substantial ones - in the middle of the process, where
you might want to hand out options slowly. Heaven help the employees
vesting their options month-by-month... just how many valuations are
we meant to get done?
The Lifeguard paper is, in my opinion, an overly long laundry list of
issues that range from critical to trivial and positions on these
issues that range from highly contentious to uncontroversial. It's a
good grab-bag of stuff, but I find it hard to believe that anyone in
government would walk away from it with much of a sense that there's
any particular course of action that they should take. By contrast,
fixing the treatment of stock options for small startups seems like
it's (a) likely to be something nearly all of us would agree on and
(b) important and actionable.
Last time this came up, David Jones posted this:
http://www.smartcompany.com.au/tax/20100428-review-finds-employee-share-scheme-changes-are-hurting-start-ups-but-improvements-put-in-too-hard-basket.html
I thought the proposal to make the qualification the same as the R&D
tax credit qualification pretty reasonable. This may be self-serving
as we (Sensory) already do this. Others may have a better criteria
that includes small startups but doesn't open the door to rorting.
There is surely a way to simplify the treatment of stock options
without turning the whole thing into another loophole for the Big End
of Town. Thoughts*?
Geoff.
* And by "Thoughts?", I mean, "does anyone have any relevant thoughts
on the Australian Federal Government's taxation regime of options and
its reform", not "please share everything that's ever gone through
your head about computers, research, IT and their relationship with
any and all levels of Governement". You know who you are...
On Feb 21, 5:24 pm, Elias Bizannes <elias.bizan...@gmail.com> wrote:
> The story behind this is that the Rudd government -- likely reacting to
> public anger with senior executives making money during times of massive
> layoffs -- decided that if you were given stock options, you were taxed at
> that point (even if you never exercised the right to purchase stock with
> your options). It was basically making you pay tax in advance of a future
> taxable event. Cynically, I thought of this as the government trying to
> raise revenues ahead of time, during a time that needed creative ways to
> balance the budget. It's just plain stupid as it making you prepay for
> something that may never happen, at an unknown price.
>
> The problem though was that it killed a major tool startups use for
> motivating talent. We raised this as an issue a year and a half ago with the
> lifeguard paper:http://www.siliconbeachaustralia.org/lifeguard/
>
> That said, I was given a job offer by a high profile startup in Australia
> before this policy came out. And it was only cash and based on % revenues. I
> remember discussing my options with Venturehacks founder Naval Ravikant at
> the time and he remarked anyone that does this is simply selfish.
>
> Maybe selfish but more so I think the industry is naive about how this
> incentive system works. It might also be a cultural thing due to Australia
> having a retarded fundraising system, limited exit options, and a
> different attitude to how people in Silicon Valley think -- most people in
> Oz want a lifestyle business, not a build to flip.
>
> Elias Bizanneshttp://eliasbizannes.com
>
> Do you have what it takes? Applications now openhttp://startupbus.com
>
> On Sun, Feb 20, 2011 at 10:02 PM, Geoff Langdale
> <geoff.langd...@gmail.com>wrote:
Frankly I don't want to subsidize either (or both?) of the major
parties after having our interests so comprehensively ignored. A lot
of us will just vote with our feet (see also the exodus to San
Fransisco) or find ways to work around the problem (there are, of
course, other ways to handle compensation). The idea of registering as
lobbyists and making contributions is disgusting; we want a fair go
(I'd settle for being treated half as well as real estate speculators
are) and to make stock options a viable way to reward employees, not
to reinvent ourselves in the business of 'farming the government'. We
don't have time or attention to spare on that. Well, I don't.
I received options in a startup we did in the 90's, and the rules then
depended
on the vesting price. I.e. if your company's shares were currently
valued at
$20, and the options has the same exercise price, there was no tax on
option
issuance. You paid tax on any growth of course, which I think was the
difference
between current valuation and exercise price at the time of exercise.
Some options I received were at a "nominal" exercise price and some at
the
current estimated valuation. Obviously the latter were preferred, as
the former
incurred tax just on receiving options, whether you ever exercise them
or not.
Obviously if they later get revalued at $nil (as happened), you have a
tax
rebate, but it's all bookwork.
At some prior time, I believe the rules were even more liberal; you
just paid
CGT when you sold the shares, and the cost base was just the exercise
price.
There was no tax on issuance or on exercise.
The trouble with all this of course is how do you value the company?
If you
exercise options in an unlisted company, there's no market to
establish the
value. But apart from that, I thought the rules were quite reasonable,
and
employee options schemes were worthwhile.
Anyhow, that was the situation before the last round of changes. In
this context,
can someone clarify what the changes were, and when tax is payable?
Clifford Heath.
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You only pay tax on the discount. If you're given options which can
be exercised in two years, but at the current share price, then there's
no discount until you exercise them. That was the case before, and I
don't think it's changed, based on my reading of ato.gov.au. If it's
still
the case, then it's still an incentive to improve the company valuation.
At one point, you didn't pay tax even then. Instead, you had a CGT
liability when you eventually sold the shares. That has gone.
Clifford Heath.