Eric Ries Says Short-Term Corporate Governance Drag Trims Equity Values 5%

The Lean Startup Author on What Ruins Good Companies — TBPN

TBPN

Public benefit corporations and long-term benefit trusts are essential to insulate companies from short-term public market pressures that destroy customer trust and brand value.

AI-assisted summary of The Lean Startup Author on What Ruins Good Companies — original source. Check the original for full context.

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## Background This episode was published by TBPN on YouTube on May 26, 2026. It features a full conversation recorded live with Eric Ries, author of The Lean Startup, focusing on why successful companies drift away from their core principles and how alternative governance structures like public benefit corporations and long-term trusts can protect long-term mission and value creation.

## TL;DR In this wide-ranging discussion, Eric Ries re-examines the legacy of The Lean Startup in the modern era of AI, massive funding rounds, and market volatility. He argues that short-term shareholder primacy and quarterly public reporting destroy long-term enterprise value by forcing companies into value-extracting behaviors. Drawing on real-world examples ranging from Costco and Patagonia to Anthropic and the Mondragon co-op network, Ries outlines how mission-locked governance models—such as Public Benefit Corporations and Long-Term Benefit Trusts—provide executives with the legal and structural insulation needed to resist predatory Wall Street pressure and prioritize human flourishing.

## Atmosphere & style The conversation carries an intellectually engaging, reflective, and candid tone, balancing high-level corporate theory with grounded real-world anecdotes. Eric Ries and the hosts share an easygoing dynamic marked by moments of humor and mutual curiosity, shifting fluidly between lighthearted jabs at overfunded tech failures and sharp critiques of modern financial engineering. The dialogue creates a compelling, thought-provoking atmosphere that feels like an insider masterclass on how to build resilient, ethical, and enduring institutions.

## Key takeaways - [00:00](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=0s) The core principles of *The Lean Startup* remain valid because macro trends like rising world uncertainty and technology democratization have continued to accelerate. - [01:54](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=114s) The modern venture funding landscape is starkly bimodal: hype sectors receive massive capital over-allocations, while scrappy companies like TurboPopper build fortress balance sheets with minimal capital. - [04:03](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=243s) Taking on excessive venture capital often forces founders to forfeit mission control, as board dynamics and short-term financial systems pull startups toward mediocrity. - [06:48](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=408s) Financial engineering and private equity rollups routinely destroy downstream brand equity and unique customer experiences to realize immediate balance sheet gains. - [09:26](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=566s) Quarterly financial reporting creates an approximate 5% drag on public company equity value by incentivizing executives to manage for quarterly updates rather than long-term product innovation. - [14:04](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=844s) Shareholder primacy is a modern doctrine from the 1980s; Public Benefit Corporations (PBCs) provide legal protection for executives to prioritize mission primacy and refuse short-termist acquisition offers. - [15:32](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=932s) Enduring companies like Costco and Anthropic systematically reject standard corporate governance norms, utilizing dual-entity structures like Long-Term Benefit Trusts to guard their core missions. - [19:38](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1178s) The Mondragon Corporation in Spain illustrates a successful 'mission-locked constellation' of federated worker cooperatives scaling to tens of thousands of employees without sacrificing self-governance. - [22:41](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1361s) Founders are trapped in an 'always too early until it's too late' paradigm where early legal advisors dismiss mission protection, only to claim structural changes are impossible once VC control is established. - [02:27:28](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=8848s) Data across thousands of companies demonstrates that higher degrees of employee ownership directly correlate with improved employee welfare and stronger long-term business performance. - [02:30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=9031s) Extractive margin strategies sacrifice long-term customer trust for short-term profit boosts, whereas companies like Costco treat high customer trust as an unassailable competitive advantage. - [02:33:04](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=9184s) Building incorruptible, mission-driven companies requires pairing operational ethos with explicit structural safeguards like PBC status and specialized term sheets.

## Detailed walkthrough Here is a detailed, faithful walkthrough of the provided transcript section:

[00:00](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=0s) Reflecting on *The Lean Startup* and Enduring Entrepreneurial Principles

The conversation opens with a reflection on the legacy of *The Lean Startup*, which was foundational for many tech founders entering Silicon Valley around 2012. Looking back, while specific tactics and case studies—such as Groupon—feel dated from the book's 2011 release, its underlying core principles remain remarkably accurate. At its core, the methodology taught founders that "money is not infinite" and provided a blueprint for how to survive by avoiding burning through all their capital. When the book came out, it unlocked entrepreneurship for a generation of teenagers and young founders who used to read TechCrunch and believe starting a company required millions of dollars. Suddenly, realizing it only took $20 to get started made capital far less of a constraint than previously thought.

Reflecting on why the framework has held up so well, Eric Ries notes that two major macro trends predicted in the book came to pass: world uncertainty increased—making long-term forecasting and planning progressively worse—and technology became deeply democratized, allowing people to build faster, cheaper, and better products. When those two forces intersect in any industry, lean methodology holds up well.

[01:54](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=114s) Leanness in the Modern Era: AI, Mega-Rounds, and Capital Scrappiness

Addressing whether startups are actually getting leaner or less lean today, the discussion highlights a paradox. On one hand, the market routinely sees headlines about $200 million seed rounds. On the other hand, the idea of a "mythical one-person, $1 billion company" feels increasingly attainable. Even with lower legal bills and leverage from SaaS products or AI agents to answer key questions, the funding landscape has become starkly bimodal during modern speculative manias. Founders outside favored tech trends struggle to raise anything, while those in hot sectors receive absurd amounts of capital.

Eric laughs off periodic media declarations that the framework is dead, pointing out that critics always pick failing, overfunded examples like Quibi to prove their point. Ultimately, managing resources wisely remains an eternal virtue. Overfunded startups frequently falter because they lack the constant pressure of reality forcing them to build products people actually want. Conversely, some of the most capital-attractive companies—like TurboPopper—raised very little money, reached a nine-figure run rate, and maintain a "fortress balance sheet" simply by preserving a scrappy ethos focused on customer value.

* Periodically, articles claim the methodology is obsolete by citing overhyped failures like Quibi. * Modern leverage (AI agents, SaaS tools) allows small teams to run leaner operations with reduced overhead. * Capital-efficient companies like TurboPopper achieved a nine-figure run rate while raising minimal initial capital.

[04:03](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=243s) The Trap of Capital and the Evolution of Corporate Governance

Taking in massive sums of venture capital often destroys the exact scrappy ethos that made a company worth investing in initially. Founders frequently celebrate fundraising milestones by "ringing the gong" or making noise with airhorns, but raising money for the sake of media hype distracts from the single thing that actually matters: building a great product and a great company. While some founders brag about raising a massive war chest and never spending it, over-raising early often causes founders to forfeit control over their mission.

This dynamic manifests in shifts within corporate governance. The traditional startup trajectory once involved a small seed round, a Series A, and two VCs taking control of a three-person board. Today, startups often feature five co-founders on a board while VCs write $100 million checks without getting board seats. Founder control can range from single-founder dominance (like SpaceX) to Public Benefit Corporations (PBCs) and diffuse co-founder arrangements. While extreme founder control can lead to "hubris syndrome," investor-dominated companies frequently underperform because short-term financial systems pull companies down toward mediocrity.

> "If you don't get the governance of a company right, no other decision you make will matter in the long run because you won't be the one making it."

[06:48](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=408s) The "Private Equity Effect": Cost-Cutting vs. Long-Term Brand Value

The discussion illustrates how financial engineering degrades product quality through the "parable of the goose that laid the golden egg." When investor-owned entities take over mission-driven or family-operated businesses, they routinely gut the subtle details that customers love in order to show immediate balance sheet gains. A prime example shared is a favorite boutique hotel with roughly 20 keys that was acquired by private equity; the new owners immediately eliminated the hotel's signature nightly ritual of delivering warm chocolate chip cookies and milk to every guest's room.

Modern capital structures have a distinct "flavor" that consumers can literally taste, whether in private-equity-owned hotels or degraded restaurant chains. Financial reporting routinely rewards executives for short-term cost reductions while ignoring the long-term destruction of brand equity and customer loyalty. To resist this financial gravitational pull, companies must build governance structures that align stakeholders around a mission and protect that core purpose from outside corporate raiding.

* Short-term financial incentives reward cost-cutting while ignoring downstream brand erosion. * Modern capital structures often destroy the unique customer experiences that made the business successful. * "Mission-controlled companies" use tailored governance to insulate their core values from outside Wall Street pressures.

[09:26](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=566s) The Cost of Quarterly Reporting and the Semi-Annual Alternative

Shifting to public market pressures, the conversation centers on how quarterly reporting cycles destroy long-term value creation. While some fear that moving to semi-annual (six-month) reporting might just create a "closet where you hide the bodies" twice as large, academic research demonstrates a severe penalty: quarterly reporting reduces a public company's total equity value by roughly 5%. This loss occurs not merely due to the administrative expense of filing quarterly, but because executives begin running the business to satisfy the quarterly report rather than building real products.

Eric Ries notes that his organization, the Long-Term Stock Exchange (LTSE), filed a formal petition with the SEC to permit public companies to transition from quarterly to semi-annual reporting. Instead of sparse quarterly updates or gamesmanship, public markets need a more full-throated disclosure framework where long-term investors can actually evaluate what is happening inside companies.

* LTSE filed an official petition with the SEC to shift public company reporting requirements from quarterly to semi-annually. * Academic studies show quarterly reporting mandates cause an approximate 5% drag on total equity valuation due to short-term executive behavior. * Companies trapped in quarterly cycles risk turning into "meme factories" focused on short-term messaging over long-term innovation.

[12:44](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=764s) Navigating Public Benefit Corporations and Stakeholder Alignment

The section concludes by exploring how Public Benefit Corporations (PBCs) attempt to balance shareholder fiduciary duty with broader corporate purpose. In standard Fortune 500 companies, a CEO holding a tiny fraction of equity reports to a board representing diverse equity holders. Introducing multi-stakeholder governance models or "double bottom lines" often creates confusion for leadership when stakeholder interests conflict—such as customers wanting lower prices while employees demand higher wages.

Rather than forcing CEOs to constantly swap "hats" and make soft compromises between competing interests, effective corporate governance must provide clear mechanisms that align long-term incentives across shareholders, founders, and the broader mission.

[014:04] Overturning Shareholder Primacy and Reclaiming Profit as Human Flourishing

Eric Ries traces the modern corporate governance landscape back to its origin, emphasizing that for almost the entire history of joint-stock corporations on the planet, it was universally understood that companies were incorporated to serve a specific purpose. The concept of "shareholder primacy"—the idea that a company exists solely to generate short-term financial returns for its investors—is not an ancient pillar of capitalism at all. It only took root in the 1980s. Pointing out that standard trees in a local park are older than shareholder primacy, Ries argues that when companies exist purely to make money for themselves without a higher purpose, they inevitably wind up hollowing themselves out and becoming dangerous.

Attacking shareholder primacy is straightforward because the empirical data overwhelmingly demonstrates how destructive short-termist "best practices" actually are. However, Ries asserts that the crucial challenge lies in defining its replacement: **mission primacy**. Being a for-profit company is inherently valuable; making a profit is literally defined as a positive margin transformation that makes the world a better place. Referencing points similar to those expressed in papal encyclicals, Ries argues that true profit is about maximizing human flourishing.

Within this framework, a **Public Benefit Corporation (PBC)** serves as a practical corporate governance tool. It provides the CEO and the board of directors with explicit legal cover to pursue long-term value creation and protect the core mission even when facing hostile investors. Without a PBC structure, if a predatory buyer like Philip Morris offers to pay one dollar more per share than a company is worth, leadership faces intense legal pressure to sell out. A PBC gives executives the legal mandate to refuse those offers and stay true to their original purpose.

- Shareholder primacy is a surprisingly young doctrine, originating only in the 1980s. - Public Benefit Corporations (PBCs) shield executive leadership from shareholder lawsuits when rejecting short-termist acquisition offers that compromise the corporate mission.

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[015:32] Real-World Model Exceptions: From Costco to Anthropic

When discussing corporate decline, most people treat the corruption of large companies as an inevitable byproduct of human nature, scaling, and massive capital. Yet those same people will immediately point to loved and trusted brands as exceptions to the rule: * **Costco** (a public enterprise valued at hundreds of billions of dollars) * **Patagonia** * **Vanguard mutual funds** * **The John Lewis Partnership** * **Hershey's** * **Novo Nordisk**

These enduring institutions—many of which have thrived for decades or over a century—form a compelling dataset. Crucially, every single one of them systematically violates modern "best practices" regarding how corporations are supposed to be structured and operated.

``` ┌─────────────────────────────────────────┐ │ Long-Term Benefit Trust (LTBT) │ │ (Independent Mission Guardian) │ └────────────────────┬────────────────────┘ │ Holds Board Accountable ▼ ┌─────────────────────────────────────────────────────────────────────────┐ │ Anthropic PBC (Public Benefit Corp) │ │ ┌───────────────────────────┐ ┌──────────────────────────────┐ │ │ │ Board of Directors ├────────►│ For-Profit AI Operations │ │ │ └───────────────────────────┘ └──────────────────────────────┘ │ └─────────────────────────────────────────────────────────────────────────┘ ```

Ries details how these principles apply to cutting-edge technology, specifically recalling when the founders of Anthropic departed OpenAI to set up their governance structure. To avoid the standard founder-control trap while insulating the company against short-term incentives, Anthropic implemented an innovative governance architecture known as the **Long-Term Benefit Trust**. Instead of forcing the founders to personally carry the burden of being "mission guardians"—a role that causes immense stress for standard founders—Anthropic created a multi-branch system where the for-profit PBC board is directly accountable to an independent, outside trust entity. Data indicates that companies utilizing these dual-entity trust structures are roughly five times more likely to survive to year 50 while producing significantly superior long-term value creation metrics.

- Many of the world's most resilient and trusted enterprises (e.g., Novo Nordisk, Hershey's, John Lewis Partnership) explicitly reject conventional corporate governance norms. - Anthropic created a Long-Term Benefit Trust (LTBT) to act as an external mission guardian, balancing their for-profit Public Benefit Corporation (PBC) status. - Empirical data shows that companies structured with mission-lock mechanisms are approximately five times more likely to reach their 50th anniversary.

---

[019:38] The Basque Experiment: Mondragon and Mission-Locked Constellations

The conversation shifts to one of the most remarkable corporate structures in global history: the **Mondragon Corporation**. The origin story reads like a fable: following the devastation of the Spanish Civil War, a Catholic priest entered the war-torn Basque region. Rather than simply offering spiritual comfort, he envisioned an economic framework where workers learned trades and directly controlled their own destinies. This led to the creation of a network of worker cooperatives where the employees owned the means of production, initially manufacturing basic industrial equipment.

Today, Mondragon has grown into a massive global powerhouse: * Employs approximately 90,000 people across Europe. * Operates as one of Spain's largest industrial enterprises. * Manufactures heavy equipment like elevators and operates major grocery store chains.

From the outside, Mondragon appears to be a standard, highly profitable industrial conglomerate. Upon closer inspection, however, it functions as a decentralized network of roughly 80 to 90 independent worker co-ops that self-govern through a central representative congress. Individual co-ops retain the right to leave the federation if the central services cease to provide value. Ries classifies this phenomenon as a **"mission-locked constellation"**—a collection of distinct entities that appear as a unified corporate giant to external customers and markets, but operate internally through cooperative self-governance.

- **Origin:** Founded in Spain's Basque country by a Catholic priest following the Spanish Civil War. - **Scale:** Employs ~90,000 workers worldwide and stands as one of Spain's major economic entities. - **Structure:** A federated ecosystem of 80–90 semi-autonomous worker cooperatives bound by a shared governing congress.

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[022:41] Why Mission-Locked Structures Are Rare in Silicon Valley

The hosts question why Mondragon-style entities or cooperative networks are so rare in the modern American technology landscape. While alternative corporate structures collectively command roughly 5% of global GDP—and credit unions serve roughly 40% of American households—mainstream startup culture heavily favors standard C-corporations backed by Simple Agreements for Future Equity (SAFEs) and traditional venture capital.

> "Honey, that's so sweet that you're concerned about mission... Why don't you worry about getting your first customer?"

Ries explains that founders rarely build alternative structures because lawyers, bankers, and advisors actively discourage them early on. Founders are routinely trapped by a principle Ries terms: **"It's always too early until it's too late."** During the early days, legal counsel tells founders that setting up mission-protection mechanisms is premature and unnecessary. Yet, once the company achieves significant scale and investor pressure mounts, those same advisors inform the founder that it is now too late to make structural changes because control has already been surrendered.

- **Global Reach:** Alternative corporate structures generate approximately 5% of global GDP. - **U.S. Credit Unions:** Serve as a major non-profit alternative in finance, holding accounts for ~40% of American households. - **The Founder Trap:** "It's always too early until it's too late"—advisors dismiss governance setup as premature in early stages, only to declare it impossible once investors hold control.

---

[025:21] Toyota, Keiretsus, and the Mission-Driven Revolutionary

The discussion moves to Japanese industrial organization, exploring whether **Keiretsus**—interlocking networks of business entities and banks—fit the definition of alternative mission-locked structures, and whether modern Big Tech companies (like Microsoft funding OpenAI, or Google investing in SpaceX and Anthropic) are evolving into modern tech Keiretsus. Ries reflects on how studying the **Toyota Production System** originally inspired *The Lean Startup*. When he first began presenting Lean Startup concepts around 2012, observers frequently pointed out the inherent contradiction: he was advising founders to emulate Toyota's disciplined operational long-termism while simultaneously urging them to raise venture capital and float shares on short-termist public stock markets.

Legacy institutions like Toyota manage to balance public capital with family-style stewardship because they possess a strong, foundational ethos focused on achieving something beyond merely churning out quarterly profits. Whether a founder's goal is grand (e.g., solving climate change or making humanity multi-planetary) or focused (e.g., building exceptionally durable products), having a genuine long-term vision makes them a business revolutionary. Because standard financial systems are explicitly designed to strip resources from companies that lack structural defenses, mission primacy is the only shield that allows long-term visionaries to survive.

- *The Lean Startup* framework originated directly from studying Toyota's long-term manufacturing philosophy. - Companies operating with unique hybrid governance structures (combining family stewardship with public markets) rely on a deep-seated ethos that transcends pure quarterly profit extraction. - Standard public market infrastructure is incentivized to extract short-term value unless explicit, mission-locked governance mechanisms are embedded from the beginning.

[02:27:28](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=8848s) Corporate Structures, Mission-Driven Companies, and AI Disruptions

Protective corporate structures are only effective if the mission they are safeguarding is fundamentally good. The central challenge for founders, investors, board members, and executives is discovering how to construct organizations with enduring, authentic missions—moving beyond being merely "mission-hopeful" to becoming truly mission-driven. Adopting this long-term orientation yields surprising economic advantages alongside moral and ethical benefits, providing a compelling commercial justification independent of purely ethical arguments.

The rapid rise of artificial intelligence is poised to force legacy corporate structures to undergo deep, systemic overhauls. A recent notable example occurred at Samsung, where approximately 48,000 workers organized to demand a significantly higher share of AI-driven profits, initiating major labor negotiations. This type of collective action represents a growing trend as companies face existential technological disruption.

* **Employee Ownership Data:** A comprehensive meta-study examining 55,000 companies demonstrated a clear "dose-response" relationship regarding employee ownership. Companies with 10% employee ownership outperform those with 0%, 50% outperforms 10%, and 100% outperforms 50% in both employee welfare and business metrics like revenue growth. * **Lean Transformation Philosophy:** Standard lean production systems dictate that asking employees to assist in their own layoff is neither ethical nor effective, as it breeds internal sabotage. * **Criticism of AI-Driven Layoffs:** Many CEOs pursuing immediate layoffs through AI are missing the true competitive potential of technology; true long-term value creation comes from enlisting labor as allies to scale the business and build sustained competitive advantage.

[02:30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=9031s) Cultural Primacy, Extractive Margins, and the Costco Model

Modern corporate culture has largely accepted the premise that companies should treat customers and employees as resources to be mined. This extractive mindset was famously illustrated when a Wall Street analyst criticized Costco by complaining that the retailer takes money belonging to shareholders and reinvests it into improving customer experience.

Costco’s former CEO, Jim Sinegal, famously embodied a countercultural resistance to short-term extraction. When then-COO Craig Jelinek suggested raising the iconic $1.50 hot dog price in 2008, Sinegal famously warned: "If you raise the effing hot dog price, I will kill you. Figure it out." Sinegal also noted that while raising prices across Costco stores by just 3% would boost net income by 50% without losing sales, doing so would be "the business equivalent of taking heroin"—a short-term fix that destroys long-term trust and undermines their low-price leadership positioning.

* **Costco PR Confirmation:** Eric Ries personally verified the authenticity of the $1.50 hot dog anecdote by speaking directly with Jim Sinegal through Costco PR. * **Extractive Margins as Vulnerability:** While traditional business culture views high margins as strength, excessive extraction creates long-term competitive vulnerability. * **The Bezos Doctrine:** Jeff Bezos captured this dynamics with his famous principle: "Your margin is my opportunity."

> "If you raise the effing hot dog price, I will kill you. Figure it out." > — **Jim Sinegal to Craig Jelinek**

[02:33:04](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=9184s) Everlane, Incorruptible Frameworks, and the Path Forward

The acquisition of Everlane—a venture-backed Silicon Valley darling originally founded on strong ethical values—by fast-fashion giant Shein highlights the systemic pressures that undermine mission-driven startups. Founders routinely blame themselves for misplaced trust or poor board choices when their companies fall off track, failing to recognize the hidden structural incentives pulling them down.

To build enduring, incorruptible companies that resist external pressure, founders must pursue two parallel tracks:

1. **The Path of Ethos:** Building operational frameworks anchored in a core commitment. Sol Price (the pioneer behind Price Club and Costco) described this as being a "fiduciary to the customer." Founders must identify who they would rather die than betray and embed that commitment directly into the business model, culture, and management incentives. 2. **The Path of Integrity:** Establishing structural safeguards—such as Public Benefit Corporation (PBC) status, long-term benefit trusts, and explicit board mission pledges—that grant companies the resilience to reject hostile buyouts, predatory incentives, or short-term Wall Street pressure.

* **Implementation Resources:** Ries's book includes a QR code linking to an implementation guide, featuring an "incorruptible term sheet" and legal templates for founders. * **Testing and Feedback:** Over 600 test readers reviewed the manuscript, generating over 10,000 comments during its development. * **Founding New Categories:** Nearly 1% of early readers reported developing new startup ideas using the book's governance framework, targeting industries plagued by extractive incumbents by competing specifically on customer trust.

## Notable quotes > [04:03](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=243s) If you don't get the governance of a company right, no other decision you make will matter in the long run because you won't be the one making it.

> [22:41](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1361s) Honey, that's so sweet that you're concerned about mission... Why don't you worry about getting your first customer?

> [02:30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=9031s) If you raise the effing hot dog price, I will kill you. Figure it out. — Jim Sinegal

## Mentioned Eric Ries, The Lean Startup, Groupon, TechCrunch, Quibi, TurboPopper, SpaceX, Public Benefit Corporation, Long-Term Stock Exchange, SEC, Costco, Patagonia, Vanguard, The John Lewis Partnership, Hershey's, Novo Nordisk, Anthropic, OpenAI, Long-Term Benefit Trust, Mondragon Corporation, Basque Country, Toyota, Toyota Production System, Microsoft, Google, Samsung, Jim Sinegal, Craig Jelinek, Jeff Bezos, Everlane, Shein, Sol Price, Price Club, Philip Morris

[Source](https://www.youtube.com/watch?v=AWuE2Ru2SrE)

中文简报

Eric Ries称短期公司治理拖累致股权价值缩水5% 公益性公司与长期利益信托对于隔离摧毁客户信任与品牌价值的公开市场短期压力至关重要。 在这场广泛深入的讨论中,Eric Ries在人工智能、巨额融资以及市场波动的现代背景下,重新审视了《精益创业》(The Lean Startup)的深远影响。他指出,以短期股东利益至上和季度公开财报制度迫使企业采取价值榨取行为,从而破坏了长期企业价值。结合从Costco、Patagonia到Anthropic以及蒙德拉贡(Mondragon)合作社网络的实际案例,Ries阐述了使命锁定型治理模式(如公益性公司与长期利益信托)如何为高管提供法律和结构层面的保护屏障,以抵御华尔街的掠夺性压力,并优先推动人类福祉。 《精益创业》(*The Lean Startup*)的核心原则依然有效,因为全球不确定性上升和技术普及化等宏观趋势仍在持续加速。 (0:00) 现代风险投资格局呈现出鲜明的双峰态势:炒作领域获得了巨额资本的过度配置,而像TurboPopper这样顽强的企业则凭借极少的资金打造出堡垒般的资产负债表。 (1:54) 接受过量风险投资往往会迫使创始人丧失对使命的掌控,因为董事会博弈和短期财务机制会将初创企业拉向平庸。 (4:03) 金融工程和私募股权整合(rollups)往往通过破坏下游品牌资产和独特的客户体验,来换取即时的资产负债表收益。 (6:48) 季度财务报告制度激励高管为了季度业绩更新而非长期产品创新进行管理,从而给上市公司股权价值造成约5%的拖累。 (9:26)

Reading summary

Eric Ries argues that good companies are routinely degraded by modern financial incentives that prioritize short-term extraction over mission, urging founders to adopt governance structures that insulate their core purpose from investor capture. The Capital Trap and Short-Term Financial Pressures (4:03) Taking in massive sums of venture capital frequently destroys the capital efficiency that made a startup viable in the first place. While speculative environments yield extremes—from struggling niche founders to $200 million seed rounds—Ries points out that overfunded operations often collapse like Quibi because they lack market pressure to build what customers actually want. In contrast, capital-efficient businesses like TurboPopper have achieved nine-figure run rates with minimal funding by maintaining a focus on customer value. This erosion accelerates through private equity buyouts and public market mandates. When financial buyers eliminate subtle, brand-defining details to boost balance sheets—such as a boutique hotel scrapping its nightly cookie service—they trade long-term customer equity for quick accounting gains. In public markets, academic research indicates that quarterly reporting mandates inflict an approximate 5% drag on total equity valuation by forcing executives to manage for short-term earnings reports rather than durable products, prompting Ries's Long-Term Stock Exchange (LTSE) to petition the SEC to allow semi-annual reporting. Replacing Shareholder Primacy with Mission Primacy Ries emphasizes that shareholder primacy—the doctrine that an enterprise exists solely to produce short-term financial returns for investors—is not an ancient capitalist rule, but an ideology that emerged in the 1980s. When firms exist purely for extractive margins, they inevitably hollow themselves out. He advocates for mission primacy, viewing genuine profit as a margin transformation that enables human flourishing rather than arbitrary cost-cutting. To safeguard that vision, companies require legal architecture. Under standard corporate structures, leadership faces severe legal pressure to accept buyout bids that offer even a marginal premium over share value, regardless of the buyer's reputation. Public Benefit Corporation (PBC) status provides boards with explicit legal protection to turn down hostile, extractive offers. Modern tech organizations like Anthropic have extended this protection by combining PBC status with a Long-Term Benefit Trust, a separate governing entity designed to hold the operational board accountable to its stated purpose without overburdening individual founders. Enduring Alternatives to Corporate Extraction Durable commercial institutions often systematically violate standard governance playbooks. Examples include Patagonia, Vanguard, Hershey's, Novo Nordisk, and Spain's Mondragon Corporation—a federated network of 80 to 90 worker-owned cooperatives employing around 90,000 people. Data cited by Ries indicates that companies operating with mission-lock mechanisms are approximately five times more likely to survive to their 50th anniversary. Furthermore, a meta-study of 55,000 firms revealed a dose-response relationship with employee ownership: higher percentages of employee ownership directly correlated with superior business metrics, including revenue growth and worker welfare. Resisting short-term margin extraction also forms a durable competitive moat. Costco demonstrated this when former CEO Jim Sinegal rejected raising the signature $1.50 hot dog price, arguing that taking an easy margin boost would behave like an addiction that erodes customer trust. Drawing on Jeff Bezos's aphorism that 'your margin is my opportunity,' Ries stresses that excessive extraction creates strategic vulnerability rather than operational strength. The Advisor Trap and Building Incorruptible Companies Despite alternative governance models driving roughly 5% of global GDP and credit unions serving around 40% of American households, Silicon Valley startup culture remains dominated by standard C-corporation playbooks. Ries observes that founders are ensnared by the trap of 'it's always too early until it's too late': legal and financial advisors dismiss mission-protection governance early on as an unnecessary distraction, only to inform founders later that outside investors hold too much control to permit structural changes. This institutional drift was illustrated when ethically marketed startup Everlane was acquired by fast-fashion giant Shein. To construct enduring companies, Ries argues founders must simultaneously pursue operational ethos and structural integrity. Operationally, leadership must act as a 'fiduciary to the customer,' identifying the stakeholders they refuse to exploit. Structurally, founders must introduce legal mechanisms—including incorruptible term sheets, benefit trusts, and formal mission pledges—early enough to withstand downstream acquisition pressures and Wall Street short-termism. Ries maintains that resisting corporate degradation requires both cultural conviction and enforceable legal barriers before capital is raised. However, the framework leaves open whether high-growth startups can widely adopt mission-locked structures without encountering resistance from traditional venture capital markets that demand rapid liquidity.

精炼阅读摘要

Eric Ries 认为,短期财务导向的“股东至上”教条与过度风险资本正在系统性破坏企业的长期价值;唯有将企业战略转向“使命优先”,并在早期确立结合公共利益公司(PBC)与外部信托的防腐治理架构,公司才能在抵御资本榨取的同时实现长久生存。 资本陷阱与精益原则的现实回归 (1:54) Ries 强调,《精益创业》揭示的“资金并非无限”依然成立,世界不确定性上升与技术民主化进一步验证了该理论。在当下 AI 浪潮引发的投机周期中,资本分配极化严重。过量融资常使初创团队失去面对真实市场需求的紧迫感,Quibi 的溃败即为明证;相反,TurboPopper 依靠极少初始融资便实现九位数年营收,凸显了注重客户价值与保持稳健财务的重要性。 此外,过度融资往往成为破坏企业初心的陷阱。许多创始人将融资额度等同于成功,却在不知不觉中出让了董事会席位与表决权。当追求短期退出的风投资本掌握控制权,任何有利于长期产品打磨的决策都可能被推翻,使团队丧失战略主导权。 短期主义对品牌与估值的双重侵蚀 (6:48) 讨论指出,私募股权与金融工程主导的成本削减正在上演“杀鸡取卵”。以短期营利为单一导向的资本接管优质企业后,往往通过裁撤核心体验换取短期账面利润——如某精品酒店被收购后立即取消了每晚配送热曲奇与牛奶的招牌服务,最终导致品牌忠诚度崩溃与客户体验退化。 在公开市场上,季度财报机制同样在惩罚长期创新。学术研究证实,季度财报压力迫使高管操纵运营以迎合短期指标,导致上市公司股权总估值出现约 5% 的折损。为此,长期证券交易所(LTSE)已向美国证券交易委员会(SEC)正式请愿,提议允许上市公司转向半年度报告机制,以遏制短期博弈并引导耐心资本。 终结股东至上:公共利益公司与信托治理 Ries 指出,“股东至上”并非资本主义古老信条,而是始于 20 世纪 80 年代的近代产物。他主张确立“使命优先”,将利润重新定义为增进人类福祉的手段。公共利益公司(PBC)则为管理层提供了对抗恶意收购或短期套现的法定盾牌,允许其合法拒绝违背原始宗旨的商业提议。 现实中,Costco、Patagonia、Novo Nordisk 等基业长青的企业均违背了现行的治理教条。例如 Anthropic 采用“长期利益信托”(LTBT)架构,将营利性 PBC 董事会置于外部独立信托的监督之下,避免创始人独揽受托压力。数据显示,配备使命锁定架构的企业存活至 50 周年的概率是普通公司的约 5 倍。 蒙德拉贡经验与硅谷的治理认知陷阱 源自西班牙内战后的蒙德拉贡(Mondragon)集团展现了另类治理范式的规模化潜力。作为一个拥有约 9 万名员工的工业巨头,它本质上是由 80 至 90 家半自主工人合作社组成的“使命锁定联合体”,各成员通过中央代表大会民主治理并享有退出权。尽管另类治理架构贡献了全球约 5% 的 GDP,且美国信用合作社服务了约 40% 的家庭,但此类模式在硅谷科技界依旧罕见。 Ries 剖析称,法律顾问常以“早期应专注首个客户”为由劝阻创始人设计治理防线;然而一旦企业做大,顾问又会改口称控制权已稀释、为时已晚。这一“过早直至过晚”的认知陷阱,使初创企业普遍丧失了构建使命防火墙的最佳时机。 文化受托、员工持股与不可腐化企业 (147:28) 针对 AI 驱动的裁员潮,Ries 指出以裁员换取短期收益不仅破坏精益文化,也削弱了核心竞争力。一项覆盖 5.5 万家企业的元分析显示,员工持股比例与企业营收增长及员工福利呈明确的正相关关系。在商业策略上,Costco 前首席执行官 Jim Sinegal 严禁上调 1.5 美元的热狗价格,并将过度榨取利润比作“吸毒”,印证了 Jeff Bezos“你的利润空间就是我的机会”的判断——过高的榨取性利润往往构成竞争软肋。 Everlane 被 Shein 收购的结局警示了缺乏制度保护的脆弱性。Ries 提出,打造不可腐化的企业须双轨推进:一是践行宗旨路径,将对客户的受托承诺融入商业模式与激励机制;二是依托制度路径,借助 PBC 实体、信托机制与条款设计锁死使命,使企业具备回绝掠夺性资本的法理底气。 Eric Ries 揭示了资本短期主义与传统治理失职对企业生命力的系统性破坏,将使命锁定视为实现长青的根基。然而,在以标准 C 类公司和传统风险投资为主流的创投生态中,推行 PBC 与信托机制依然面临高昂的制度惯性与认知壁垒;企业如何在锁定核心使命的同时保持对技术和市场剧变的适应力,仍是一个需要长期实践解答的关键课题。

Detailed notes — zh

## Background 本期视频由 TBPN 频道于 2026 年 6 月 23 日发布在 YouTube 平台。节目为 TBPN 直播连线《精益创业》作者埃里克·莱斯(Eric Ries)的完整对谈,核心围绕成功企业为何容易偏离初心、季度财报与短期资本如何破坏长期价值,以及 Costco、Patagonia、公共利益公司(PBC)与长远利益信托如何重构资本主义治理展开讨论。 ## TL;DR 埃里克·莱斯结合其新书《不可腐蚀》(Incorruptible)探讨了现代商业环境中优秀企业被资本“平庸化”与腐化的深层机制。他指出,过度融资与股东至上主义驱使企业沦为追逐季度报表的“迷因工厂”,不仅削弱了对真实客户价值的敏锐度,更常在创始人失控后扼杀公司的灵魂特质。通过剖析好市多(Costco)、蒙德拉贡(Mondragon)合作社以及 Anthropic 的二元信托架构,莱斯阐明了替代性治理工具的可行性。他呼吁创业者早期必须结合“精神之道”与“诚信之道”,建立法律层面的结构性防腐机制,将“值得信赖”打造成难以被资本掠夺型竞品逾越的商业护城河。 ## Atmosphere & style 整场对话在硅谷老友重聚般的轻松幽默与严谨深刻的商业剖析之间自如切换,笑声中带着对行业怪状的辛辣讽刺。从吐槽私募股权收购酒店后砍掉热曲奇的滑稽细节,到转入对企业控制权丧失、创始人临终悔恨的沉重反思,情感张力跌宕起伏。莱斯的表达既有精益创业导师一贯的务实与清醒,又洋溢着打破华尔街短期教条的理想主义热情,给听众带来醍醐灌顶且极具力量感的思辨体验。 ## Bulletin - [09:24](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=564s) 埃里克·莱斯(Eric Ries)指出,季度财报披露机制导致企业整体股权价值直接折损约 5%,迫使管理层迎合短期预期而忽视长远价值交付。 - [16:35](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=995s) 元分析研究显示全员持股展现出强烈的“剂量效应”,且具备长远信托或使命锁定架构的企业存活到第 50 年的几率是普通公司的五倍左右。 - [30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1831s) 好市多(Costco)与丰田等长期主义典范证明,抗拒掠夺性提价并成为“客户受托人”,反而能构建起传统资本难以攻破的商业护城河。 - [35:12](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2112s) 莱斯呼吁创业者结合“精神之道”与“诚信之道”,通过公共利益公司(PBC)和使命保护条款等法律工具,摆脱被外部资本裹挟与背叛的宿命。 ## Key takeaways - [00:00](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=0s) 《精益创业》的核心方法论在今天依旧有效,因为世界的不可预测性持续上升,且技术民主化大幅拉低了产品构建门槛。 - [01:54](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=114s) 在资本过剩周期中创业生态呈现“双峰分布”,过度融资容易剥夺真实的市场反馈并诱发创始人的自我欺骗。 - [05:06](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=306s) 现存金融体系存在将企业拖入平庸的“万有引力”,私募股权等资本往往为追求短期账面 ROI 而破坏产品核心体验。 - [08:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=511s) 公司治理是不可妥协的底层防线;若不提早搭建防御性治理架构,创始人最终将彻底丧失企业的战略控制权。 - [09:24](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=564s) 季度财报迫使企业异化为面向市场的“迷因工厂”,长期股票交易所(LTSE)主张推行半年报以释放管理层活力。 - [12:44](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=764s) “股东至上主义”并非资本主义古老基石,公共利益公司(PBC)等架构能为管理层拒绝恶意收购和短期妥协提供法定护盾。 - [16:35](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=995s) 顶尖 AI 机构在面对前沿技术时普遍放弃了传统商业治理,Anthropic 采用“长远利益信托”与 PBC 的双层结构来守护使命。 - [19:38](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1178s) 西班牙蒙德拉贡展示了 90,000 人自治联合体的商业可行性,证明非传统治理形态在全球经济中已占据重要席位。 - [21:47](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1307s) 主流创投生态常以“为时尚早”诱导团队忽视公司治理,等到资本矛盾爆发时创始人往往已“为时已晚”、无力回天。 - [25:21](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1521s) 丰田生产方式等特殊治理体系的前提是拥有超越金钱的崇高信念,否则理想主义企业极易被现有资本体制收割吞噬。 - [28:02](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1682s) 实证数据表明全员持股比例越高企业表现越优异;在 AI 时代,企业必须与一线员工结为同盟而非单向裁员降本。 - [30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1831s) 好市多前 CEO 吉姆·辛尼格将利用定价权无节制涨价视为“商业吸毒”,暴利往往意味着企业失去了长青的防守底线。 - [33:09](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1989s) 使命型企业创始人常误把外部资本侵蚀导致的失败归咎于个人看错人,忽视了旧有治理体系在结构层面的必然破坏力。 - [35:12](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2112s) 通过“精神之道”(明确不可背叛的受托对象)与“诚信之道”(引入 PBC 与使命信托等结构),才能铸就不可腐化的企业。 - [36:20](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2180s) 当竞品受制于风投资本的短期退出压力而动作变形时,坚守初心与绝对值得信赖本身就是最具杀伤力的商业护城河。 ## Detailed walkthrough ### [00:00](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=0s) 《精益创业》的核心遗产与现代商业环境的巨变 节目开场时,主持人深情回顾了《精益创业》(*The Lean Startup*)对自己职业生涯与创业历程的深远影响。早在 2012 年他刚踏入硅谷、准备创立第一家公司时,就曾参加过埃里克·莱斯(Eric Ries)的新书宣讲会,当时最大的感悟非常朴素却致命:“资金不是无限的,活下去,不要把钱烧光”。对许多看着 TechCrunch 长大的年轻创业者来说,媒体上那些每隔 12 个月就大举融资的明星项目曾让人觉得创业遥不可及;直到《精益创业》横空出世,大家才恍然大悟:资本并不像想象中那样是一道不可逾越的死门槛,哪怕只有 20 美元,你也能开始做生意。 埃里克·莱斯对此谦虚地向主持人的成功表示祝贺,并坦诚反思道:书中某些具体战术和案例(例如当时作为经典案例的 Groupon)如今看来确实已经有些过时,毕竟那是 2011 年出版的书。然而,书中所揭示的底层商业原则经受住了时间的检验。特别是书中预判的两大宏观趋势在今天得到了彻底印证:第一,世界的不可预测性与不确定性将持续急剧上升,人类制定长远计划和财务预测的能力只会越来越弱;第二,技术的民主化普及使得越来越多的人能够以更低成本、更快速度造出更好的产品。当这两个超级趋势同时席卷各个行业时,《精益创业》的核心方法论依然牢不可破。 ### [01:54](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=114s) 疯狂融资 vs. 极致精益:资本充裕时代的双峰现象 主持人随即抛出了当下创业环境中的一个鲜明反差:如今的初创生态究竟是变“精益”了,还是变得更不精益了?一方面,播客中常有嘉宾带着 2 亿美元的夸张天使轮融资亮相;另一方面,业界又在热议“单人创造十亿美元估值独角兽”的神话——随着 SaaS 工具普及、AI 智能体接管大量日常任务、甚至是法律谈判前用 AI 辅助准备从而压低律师账单,企业精简运营的门槛前所未有地降低。埃里克指出,每当市场陷入狂热或资产泡沫时,生态就会迅速走向“双峰分布”(bimodal):不在风口赛道上的团队步履维艰,而在热门领域的团队则被海量热钱溺爱。 这种周期性狂热也伴随着周而复始的媒体论调。埃里克打趣道,每隔一段时间就会有文章宣称“某某公司的崛起证明精益创业已死”,而他们举出的典型反例往往是 Quibi 这样含着金钥匙出生却迅速灰飞烟灭的烧钱巨兽。埃里克强调,高效利用资源是企业家长盛不衰的美德。过度融资往往会剥夺现实市场对创始人的“警醒吠叫”,让人无法认清自己究竟有没有做出真正满足市场需求的产品;融到的钱越多,自我欺骗反而变得越容易。 ```mermaid flowchart TD accTitle: 资本充裕度对创业公司发展路径的影响 accDescr: 对比精益自律与过度融资在现实检验、产品打磨及控制权上的差异。 subgraph LeanPath["精益发展路径"] A["保持资源约束与敏捷"] --> B["倾听市场与客户付费意愿"] B --> C["实现健康现金流与堡垒式资产负债表"] C --> D["创始人牢牢掌握使命控制权"] end subgraph BloatPath["过度融资路径"] E["早期巨额资本注入"] --> F["脱离真实反馈与自我欺骗"] F --> G["沉迷敲锣庆祝与媒体聚光灯"] G --> H["丧失长期方向与治理失控"] end ``` 当然,市场上也演变出另一种令人瞩目的物种:由于早期极其精益、行事极度敏锐敏捷,公司业务实现了爆发式增长,进而吸引了大量资本注入(例如嘉宾朋友创办的 TurboPopper,以极少融资做到了九位数的营收年化率)。这类企业即便账面上拥有了“堡垒般的资产负债表”,其创始人的核心思考依然是怎样守住最初那份以客户需求和付费意愿为核心的野蛮拼劲。埃里克也提到,不少优秀的创始人私下向他炫耀“我们融了一大笔钱,但一分都没动”,把资金当作安全垫而非肆意挥霍的筹码。 - 资金的本质是缓冲垫还是致幻剂,完全取决于掌控使命的人是否依然能主导公司的下一步走向。 - 早期融到巨资敲锣打鼓、开香槟鸣气笛虽然极其风光,却极其容易让人从最核心的事情上分心——日复一日打磨用户真正喜爱的产品。 ### [05:06](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=306s) 控制权与公司治理:走向平庸的金融万有引力 主持人和埃里克深入探讨了当前媒体报道中经常忽略的深层维度:公司控制权与治理结构的变化。在许多典型融资案例中,一家公司可能种子轮融了 100 万美元、A 轮融了 500 万美元,董事会里却坐着两名风险投资人(VC)和一名创始人,控制权迅速易手;而另一端,有些由五位创始人强力把控的董事会,即便 VC 抢着塞进 1 亿美元的支票,也换不来一个董事席位。从极端创始人独裁(如 SpaceX 或 xAI 模式,或诱发创始人狂妄自大综合征)到去中心化的公共利益公司(PBC),不同的治理路径该如何审视? 埃里克坦言,这正是他写下新书《不可腐蚀》(*Incorruptible*)的初衷——为企业治理探索一条既不同于独断专行、又不受资本无情摆布的新出路。他指出,完全由金融投资者主导的企业往往表现极差,因为现存的金融体系存在着一股强大的引力,不断将企业拉向平庸甚至是毁灭。在商业世界里,人们一次又一次重演“杀鸡取卵”的寓言:为了追求短期的财务指标,资本亲手刺穿了那只下金蛋的母鸡,将当初让这家公司值得被投资的灵魂特质彻底抹杀。 ### [06:48](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=408s) 当私募股权收购一家酒店:资本结构为何能被“尝出来” 为了生动说明这种资本短视,埃里克抛出一个现象:“你是否曾走进一家餐厅,吃了一口就忍不住看手机查新闻:这地方是不是被私募股权(PE)给收购了?怎么味道变得这么恶心?”主持人立刻心领神会,分享了一个切身经历的真实案例: 主持人曾无比钟爱一家只有 20 来间客房的独立精品酒店。多年来,这家酒店有一个让所有住客交口称赞的传统小细节——每晚工作人员都会巡房,为每位房客送上一份温热的现烤巧克力曲奇饼干和一杯鲜牛奶。这几乎不占多少运营成本,却构成了整个酒店最温馨独特的品牌招牌。然而,这家酒店随后被一家私募股权基金收购。PE 接管之后的第一刀,就是立刻取消了每晚免费赠送温热曲奇和牛奶的服务。 现场哄堂大笑的同时,埃里克深刻剖析了这种荒唐决策背后的财务逻辑: - 在财务报表与电子表格上,砍掉免费曲奇是一项“立竿见影、ROI 为正”的优化举措。 - PE 内部总有一整套看似严谨的辩解:“菜单上明明还有曲奇,客人真想吃可以自己花钱单点”;“我们调取了分析数据,发现很多客人根本不吃这块曲奇,所以取消它无伤大雅”。 - 现代商业体系建立了极其扭曲的激励机制:管理层因为短期削减成本而屡获升职加薪与分红奖励,但产品品质劣化、品牌美誉度崩塌等长期下游灾难,却从来没有任何人为此承担责任。 埃里克一针见血地感叹:“一家公司的资本结构怎么可能带有某种味道?你在嘴里居然能真真切切地把它尝出来!”每当听到某家心爱的机构被 PE 收购,大家本能的反应不再是“有了更多资金支持它会变得更好”,而是提前准备好了致哀与悼念。 ### [08:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=511s) 公司治理为何是创业者的“生死线” 在推广新书的巡回签售中,Eric Ries 发现几乎每个人都在向他倾诉类似的经历。不论走到哪里,人们都会走上前附和:“我太懂那种感觉了,我也遇到过!”随后便列举出二三十家曾经深受信赖却逐渐变质的餐厅、酒店以及各种服务业产品。Eric 指出,这种产品体验下滑的罪魁祸首并非私募股权(Private Equity)本身,而是整个商业体系中存在一种普遍且根深蒂固的力量,在不断将优质公司拉入平庸与衰败的深渊。 创业者往往觉得“公司治理”(Governance)是一个枯燥无味的话题,但 Eric 强调治理是绝对不可妥协的核心底层。正如他在书中所言:“如果你不把公司的治理结构搭建好,长远来看,你做出的任何其他决定都毫无意义,因为到那时做决定的人根本就不再是你了。”真正卓越的使命驱动型企业,能够让全体员工达成高度一致,但关键在于如何保护这种特质不受外部诱惑与资本压力的侵蚀。将使命一致性与防御性治理结合起来,才能构筑起 Eric 所定义的“使命控制型公司”(Mission-controlled Companies),抵御外部腐化。 ```mermaid flowchart TD accTitle: 治理结构失控导致决策权丧失的连锁反应 accDescr: 展示缺乏良好公司治理时,外部短期利益如何逐步腐化企业并夺走创始人控制权的流程 subgraph Governance["底层机制:公司治理"] A["忽视底层治理架构"] --> B["外部短期资本与市场压力介入"] end subgraph Drift["产品与组织退化"] B --> C["管理层被迫牺牲长期使命以追逐短期数字"] C --> D["产品与服务质量严重滑坡"] end subgraph Failure["终局"] D --> E["创始人失去控制权,后续决策无能为力"] end ``` --- ### [09:24](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=564s) 季度财报的隐形成本与“迷因工厂”陷阱 针对缓解短期压力,主持人提出探讨:若将财报披露频率从季度(每 3 个月)改为半年度(每 6 个月),CEO 确实能有更长远的规划空间并承担更大风险;但这种调整是否也会让管理层“扫到地毯底下”的污垢或藏在柜子里的坏账变成两倍之大?如何在上市公司长期价值创造与散户投资者准入、合规透明度之间平衡这些张力?Eric 回应道,这种张力完全真实存在,但他笑着揭示了一个事实:他所创立的长期股票交易所(Long-Term Stock Exchange, LTSE)正是去年向美国证券交易委员会(SEC)正式提交申请、提议将季度披露改为半年度报告的机构。 Eric 指出,季度报告对企业造成的破坏力极为惊人。学术界通过观察不同国家在半年度与季度披露机制之间的自然实验(即某些企业被随机要求转换报告周期),发现季度披露导致了极其昂贵的估值代价: * 实施季度报告的企业,其整体股权价值(Total Equity Value)大约会遭受 5% 的直接折损。 * 这意味着数以千亿美元计的资本价值被无形蒸发。 * 损失的核心原因并非编制财报本身的审计与合规费用,而是管理层的行为异化——“他们开始为了季度财报而经营公司,公司不再以产品为中心,反而把季度财报当成了最终交付的产品”,甚至演变成了迎合市场预期的“迷因工厂”(Meme Factories)。 Eric 同时澄清,单凭取消季度财报并不足以解决问题。他主张用一套更全面、更具实质性的长期信息披露框架来取代现有的季度财报,打破当下企业倾向于尽可能隐瞒真实情况的博弈困境,从而在长期资本与优质企业之间重建真正的信任与伙伴关系。 --- ### [12:44](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=764s) 告别“股东至上”:益利公司(PBC)与真正的利润定义 对于普通大型上市公司(如苹果或典型的财富 500 强企业),CEO 往往仅持有约 1% 的股权并受到董事会及严格的股东受托责任(Fiduciary Duty)约束。主持人询问,当股权和董事会高度分散的成熟企业转型为公共利益公司(Public Benefit Corporation, PBC)时,CEO 究竟该如何决策?是否需要随身准备多顶帽子在不同利益相关者之间不断切换?Eric 明确指出,“双重底线”或“三重底线”等概念往往在现实中会彻底失效,因为它们让 CEO 陷入无休止的混乱妥协之中——比如客户永远要求更低的价格,而员工永远要求更高的薪水。 从商业史的角度来看,PBC 所代表的理念并非新鲜事物。在股份制企业诞生后的大部分历史时期里,企业必须为了某个具体的崇高目的而设立是理所应当的常识;单纯追求利润自身反而会导致企业内部空心化。如今被奉为圭臬的“股东至上主义”(Shareholder Primacy)实际上直到 20 世纪 80 年代才形成: > “如果你去家附近的公园散步,随便找一棵树,它的树龄都可能比‘股东至上主义’这个概念还要长。它根本不是什么资本主义的古老基石。” Eric 强调,追求商业利润本身是崇高的,因为合理的商业利润本质上代表了通过正向毛利转化让世界变得更美好、最大化人类的福祉(Maximizing Human Flourishing)。在这一逻辑下,PBC 给予了 CEO 和董事会最关键的法律护盾(Legal Cover):当充满敌意的激进投资者仅仅因为某家烟草巨头(如 Philip Morris)愿意多出 1 美元的溢价就要强行收购公司时,PBC 架构赋予了管理者直接拒绝的法律底气。 --- ### [15:32](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=932s) 打破“越长大越腐化”神话的经典异类 当人们讨论企业做大后为何必然走向平庸与腐蚀时,绝大多数人的第一反应往往是宿命论——归咎于人类天性、企业规模扩张或者金钱的诱惑。但 Eric 发现,只要反问对方“那你现实中信任哪些公司”,人们立刻会脱口而出:“我超级信任 Costco(开市客)!” 然而,Costco 并不是微型工坊,它是一家市值高达 4,000 亿美元的超大型上市公司。除了 Costco 之外,商业世界中还存在一整批存续数十年甚至上百年的典型“异类”: - **Patagonia**:以环保与长远使命为导向的户外品牌; - **Vanguard(先锋领航)**:由投资者共同拥有的互助基金模式先驱; - **John Lewis Partnership**:英国长盛不衰的员工合伙制典范; - **Hershey's(好时)**:受控于好时信托、致力于资助孤儿教育的巧克力企业; - **Novo Nordisk(诺和诺德)**:通过基金会控股平衡长期医药研发使命的百年药企。 如果将这些跨越周期的百年基业作为严谨的数据集进行对比归纳,可以得出一个极具讽刺意味的结论:它们每一个都无一例外地公然违背了当代商业社会所推崇的几乎所有“最佳实践”。 ### [16:35](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=995s) Anthropic 的治理架构与梵蒂冈 AI 峰会 谈及公司治理结构在现实中的落地时,Eric Ries 指出这绝非虚无缥缈的理论构想,而是有充分的真实数据作为支撑。以 Anthropic 的诞生为例,其创始团队在离开 OpenAI 时(现场主持人戏称那是“三四个 OpenAI 危机之前的事情了”),曾就治理机制的搭建专门向 Eric Ries 咨询。虽然节目中大家开玩笑打趣创始团队当年是不是“打算改行去做蛋白奶昔或能量饮料,被 Ries 劝回 AI 赛道,甚至差点把公司命名为 Eric PBC”,但 Ries 严正声明自己绝不居功, Anthropic 团队当时的核心痛点非常真实:他们极度担忧创始人失去公司控制权所带来的可怕后果,迫切需要一种能防范失控的全新治理范式。 随后 Ries 分享了一段耐人寻味的经历:他在前一年受邀前往梵蒂冈参加一场关于 AI 治理的研讨会。同台圆桌的嘉宾阵容囊括了 OpenAI、Anthropic、Cohere、Palantir、Google 以及 Meta 等几乎所有头部 AI 机构的代表。Ries 在现场敏锐地观察到:放眼整排全球顶尖的技术巨头,竟然没有一家采用标准意义上的常规商业治理结构。在最顶尖的从业者眼中,传统公司治理在面对先进技术时显得过于危险,必须引入被称为“使命守护者”(mission guardian)的制衡角色。 Anthropic 极有远见的一点在于,创始人团队不希望将这份守护使命的沉重压力系于个人之身。为此,他们构建了一种名为“长远利益信托”(Long-Term Benefit Trust)的二元平衡架构:日常商业实体采用益利公司(Public Benefit Corporation, PBC)形态,而董事会同时受制于外部独立的信托实体,形成类似分权政府的监督闭环。数据表明,采用此类长效治理架构的公司,存活到第 50 个年头的几率是普通公司的五倍左右,同时在长期价值创造指标上也表现得更加优异。然而在当下的创投生态中,绝大多数创业者在起步阶段根本不知道有这些选项,等到察觉时往往已经失去了控制权。 ```mermaid flowchart TD accTitle: Anthropic 二元治理结构示意图 accDescr: 展示长远利益信托与益利公司董事会之间形成的使命监督与制衡关系。 subgraph Governance["治理与使命监督层"] Trust["长远利益信托<br>(Long-Term Benefit Trust)"] Guardian["使命守护者职责<br>(Mission Guardian)"] Trust --- Guardian end subgraph Operation["商业运营与执行层"] Board["董事会<br>(Board of Directors)"] PBC["公共利益公司<br>(Anthropic PBC)"] Board --> PBC end Trust -->|"监督制衡与长远使命约束"| Board ``` - **治理有效性数据**:拥有类似长远信托或使命锁定架构的企业,存活至 50 年的概率约为传统标准企业的 5 倍。 - **行业反思**:如果资本市场未来推行半年报制度(Bi-annual reporting),虽然可能会减少会计师和律师在短期财报合规上的琐碎工作,但正好能让他们把精力释放到设计这种高价值的使命型治理结构中。 --- ### [19:38](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1178s) 蒙德拉贡模式:90,000 人的“使命锁定联合体” 话题随后转向了西班牙著名的蒙德拉贡(Mondragon)合作社模式。Ries 饶有兴致地回顾了其起源:西班牙内战结束后,整个巴斯克地区满目疮痍。一位天主教神父深入这片饱受战火蹂躏的土地,他没有停留在口头说教或单纯发放救济,而是构想了一种全新的经济组织范式——让工人学习专业技能,并真正拥有和掌控属于自己的生产资料与命运。由工业设备制造起家,这一构想最终演化为一个庞大而紧密的工人合作社网络。 从外部宏观视角来看,如今的蒙德拉贡是一家横跨工业制造、电梯工程、连锁超市等多领域的欧洲巨头,雇佣了约 90,000 名员工,常年位列西班牙最大规模企业之一,兼具高额营收与商业可行性。但只要向内剖析,就会发现它与任何传统营利性公司毫无相似之处:它是由 80 到 90 个彼此独立的工人合作社聚合而成的自治体。各个合作社民主选举代表组成联合大会(Congress)共同决策,而且任何一家成员合作社如果在网络中得不到预期的中央赋能,都可以随时选择退出。 Ries 将这种独特的形态定义为“使命锁定的联合星系”(Mission-locked Constellation)。在外人、客户或传统投资者眼里,它宛如一个运转顺畅的统一巨兽;但在微观架构上,它却是由多中心节点自我驱动的联盟生态。Ries 坦言,如果今天有创始人拿着这样的商业计划书去硅谷找投资人,声称要建一个 9 万人、下辖数十个独立合作社的去中心化网络,任何投资人听了第一反应都会觉得这是天方夜谭、根本无法落地。但蒙德拉贡近百年的成功运转本身,就是对其可行性最有力的反驳。 --- ### [21:47](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1307s) 为什么美国没有诞生自己的“蒙德拉贡”? 针对蒙德拉贡的案例,主持人提出了尖锐的质疑:既然美国提倡自由市场且法律上完全允许,为什么当代美国没有涌现出一批抗衡传统创始人集权企业的“蒙德拉贡式”联合组织?难道是创业者本身没有意愿,还是现有巨头在暗中扼杀这种挑战者? Ries 回应指出,美国其实并非完全没有这种基因。例如全美遍布的信用合作社(Credit Unions)就是由会员共有且非营利的金融机构,覆盖了近 40% 的美国家庭,它们的存在在客观上对传统商业银行构成了有力的公共制衡;户外装备品牌 REI 也同样采用了合作社机制。从全球宏观经济体量来看,各类非传统的替代型治理结构实际上已经掌控了全球大约 5% 的 GDP,绝非边缘化的非主流试验。 问题的根源在于创业生态环境的隐形禁锢。大部分初创团队从萌芽阶段起,就被剥夺了去尝试替代结构的“许可”。一旦创始人向身边的风险投资人、律师或银行家提起探索非传统治理结构的想法,得到的往往是极其傲慢和居高临下的劝阻:“亲爱的,你关心使命的样子真可爱,但现在赶紧去签一份标准 SAFE 协议、注册个普通 C-corp 赶紧去找第一个客户卖东西吧!” 这种普遍的风气直接导致了 Ries 在书中所警示的治理困局——“永远为时过早,直到为时已晚”(It's always too early until it's too late)。在项目早期,所有人都敷衍你现在去搭治理架构为时过早;而等到业务真正做大、资本与管理层矛盾爆发时,创始人却早已失去了改变游戏规则的所有筹码。 - **信贷联盟(Credit Unions)的体量**:全美约 40% 的家庭在信用合作社开立账户,构成了制衡传统银行暴利的重要力量。 - **非传统结构全球占比**:各类替代型治理组织与合作社在整体上控制着全球约 5% 的 GDP 产出。 - **创投行业的经典偏见**:“It's always too early until it's too late”——早期被投资人斥为多此一举,后期创始人丧失主导权后追悔莫及。 ### [24:50](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1490s) 错失的防御时机:从“为时尚早”到“为时已晚” 创始人在创立公司初期,往往对使命保护条款抱有美好设想,但现实中的公司治理却充满了拖延与讽刺。埃里克·莱斯(Eric Ries)分享了一个他在董事会现场亲历的尴尬场景:某家公司的首席执行官坐在会议室里,面对着首席财务官(CFO)、投资银行家和总法律顾问(GC),忽然想起很久以前的讨论,随口问道:“嘿,埃里克之前提到的那个‘使命保护条款’(mission protective provision),我们后来到底落实了没有?”在场的高管和顾问们面面相觑,愕然反问:“啊?你当时是认真的吗?”CEO无奈地表示自己当初确实叮嘱过要推进,得到的答复却是:“你当时说为时尚早,可现在……已经为时已晚了。” 这种荒唐的拉扯揭示了硅谷体系中普遍存在的治理陷阱——似乎永远没有一个“恰到好处”的防御时机,在早期被视为小题大做,等资本结构和外部投资人就位后,创始人便彻底丧失了设立防线的控制权。这种机制上的惯性,正是无数创始人在企业做大后被资本裹挟、丧失公司控制权的根源所在。 ### [25:21](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1521s) 日本财阀、丰田模式与超越金钱的“商业革命者” 对话随后转向日本的企业财团(Keiretsu)模式及其对现代商业的启示。主持人探讨当前的大型科技公司(Big Tech)是否正在演变成新形态的财阀体系——例如谷歌交叉持股 Anthropic 和 SpaceX,微软重仓 OpenAI。面对这种错综复杂的交叉投资,莱斯调侃道,得等这轮金融工程的潮水退去后,大家才能看清究竟是谁控制了谁。莱斯回顾了自己创立“精益创业”(Lean Startup)理论的源头:这一方法论最初深深根植于他对丰田(Toyota)精益生产方式的研究。早在 2012 年四处布道时,就常有人质疑他:“你一方面让我们去打造下一个丰田,另一方面却教我们拿风投资金并推向公开市场?这完全自相矛盾——公开市场极度追求短期收益,而丰田则是出了名的长期主义。” 莱斯在日本调研时发现,即便在日本本土,很多企业也感叹如今再也无法孵化出像丰田这样融合了上市公司与家族治理特性的遗产型独特架构。通过对蒙德拉贡(Mondragon)合作社以及日本财阀等历史案例的考察,莱斯指出一个核心规律:所有这些特殊的治理结构,只有在企业本身具备“赚钱之外的极强信念”时才能奏效。无论是解决气候变化、让人类成为多行星物种这类宏大叙事,还是单纯执着于制造高品质产品的朴素追求,只要拥有超越短期利润的长期愿景,创始人本质上就已经成为现有经济体制下的“商业革命者”。因为当下的资本体系生来就是为了压榨企业的每一寸骨髓;缺少坚固治理外壳的保护,纯粹的理想主义公司往往会被吞噬殆尽。 ```mermaid flowchart TD accTitle: 使命驱动型企业的防御与价值闭环 accDescr: 展示了长期愿景如何通过治理架构抵抗资本异化并反哺商业竞争力的流程 subgraph Core ["核心驱动力"] V["崇高长期愿景<br/>(产品质量/气候/技术探索)"] end subgraph Defense ["治理防护盾"] G["替代性治理架构<br/>(信托/合作社/保护条款)"] S["抵御短期资本收割<br/>(拒绝透支商业信誉)"] end subgraph Advantage ["长期经济收益"] E["反直觉商业飞轮<br/>(全员持股/极高客户忠诚度)"] W["持续长青的商业壁垒"] end V --> G G --> S S --> E E --> W W -.->|强化信念| V ``` - 唯有在保护对象本身具有价值时,保护性的所有权结构才能成立。 - “使命驱动”(mission-driven)与随波逐流的“寄望使命”(mission-hopeful)之间存在本质区别;真正践行长期主义的企业,最终反而能获得超乎预期的反直觉商业回报与道德红利。 ### [28:02](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1682s) AI 冲击下的劳资同盟与全员持股的剂量效应 在探讨前沿变革时,话题聚焦于人工智能(AI)是否会倒逼企业重塑劳资关系与股权结构。主持人提到三星(Samsung)曾发生 48,000 名员工集体维权、要求合理分享由 AI 驱动的新增利润的案例。莱斯对此从两项根本趋势进行了剖析: 首先是全员持股(Employee Ownership)展现出的强劲商业威力。莱斯原以为硅谷推崇员工持股只是一种文化偏好或意识形态倡导,但实证研究彻底改变了他的认知。一项涵盖 55,000 家不同员工持股比例公司的元分析(meta-study)表明,员工持股具有极其显著的“剂量效应”(dose response):拥有 10% 员工持股的企业表现优于 0%,50% 优于 10%,而 100% 员工持股的表现则最为突出。这种优越性不仅体现在员工福利改善上,更直接反映在企业营收增长等核心商业指标中。 其次,AI 正在彻底重塑组织内部的集体行动逻辑。在传统精益转型的精髓中,有一条不可动摇的铁律:在推行降本增效时,绝不能既要求一线工人贡献智慧,又把这些改造成果用来解雇他们自身。这不仅在道德上站不住脚,更会导致员工全面消极怠工甚至破坏改革。莱斯直言批评那些一谈到用 AI 大规模裁员就兴奋不已的首席执行官:如果管理者真如自己宣称的那样深信 AI 的颠覆性力量,他们理应利用这种技术去拓展业务版图、抢占竞争优势,而不是仅仅将员工视为削减成本的牺牲品。企业必须与员工结为生死同盟,携手驾驭 AI 带来的生存挑战,这种共赢关系远比当下商学院兜售的“零和博弈式”领导力更具威力。 ### [30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1831s) 好市多的热狗哲学:暴利才是脆弱的根源 传统股东至上主义的核心谬误,在于将员工与客户当成随时可以采掘的矿藏。莱斯援引了书中一位华尔街分析师公开抨击好市多(Costco)的荒唐言论作为佐证:该分析师指责“好市多竟然把本该属于股东的真金白银,拿去投在了提升客户体验上”——这在华尔街眼中成了一桩罪过,却恰恰解释了好市多 1.50 美元热狗传奇长盛不衰的商业秘密。 谈及好市多联合创始人兼前 CEO 吉姆·辛尼格(Jim Sinegal),主持人和莱斯津津乐道于那句著名的江湖传言。2008年,当后来的接班人克雷格·耶利内克(Craig Jelinek)向辛尼格抱怨热狗业务亏损严重并提议涨价时,辛尼格严厉警告道:“你要是敢把那该死的热狗涨价,我就宰了你。自己去想办法解决。”莱斯为了核实这句话是否仅仅是网络迷因(meme),特意联系了好市多的公关团队,最终公关直接帮他接通了辛尼格本人的电话。辛尼格在电话中不仅向莱斯证实了这句原话,还补充了另一个更深刻的定价哲学:如果好市多将店里一瓶标价 1 美元的番茄酱提价 3 美分,消费者根本不会察觉,销量也不会出现任何下滑;如果他们在全店所有商品上全面推行 3% 的无感涨价,公司的净利润将在不损失任何销售额的前提下瞬间飙升 50%。 然而辛尼格坚决拒绝这么做,他将无节制地利用定价权提高利润率比作“商业上的吸毒(the business equivalent of taking heroin)”——一旦尝过轻松拉高利润的甜头,企业就会欲罢不能地一再涨价,不知不觉间便彻底丢掉了“低价领袖”的立身之本。莱斯感慨,现代商业社会把所有人规训成“只要能从用户身上压榨油水就必须榨干”,把高毛利当成实力的体现。但好市多与早期的杰夫·贝佐斯(Jeff Bezos)恰恰相反,他们深知“你的利润空间就是我的机会”,过度追求高利润和强攫取性往往会侵蚀长期的竞争护城河。如今整个商业生态却在持续奖励这种透支信誉的短期行为,在莱斯看来无异于一场体制性的悲剧。 ### [33:09](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1989s) 摆脱背叛的宿命:从制度根源解决使命型企业的崩塌 主持人以曾经的硅谷宠儿、环保服饰品牌 Everlane 举例,指出该品牌最初曾抱持极具号召力的崇高使命并募集了大量风险投资,但最终却被自己原本试图颠覆的商业巨兽彻底同化吞噬。如今其创始人迈克尔·普雷斯曼(Michael Preysman)据传正在服装领域筹备全新项目。主持人随即向埃里克·莱斯(Eric Ries)请教:对于那些渴望将“使命至上”(Mission Primacy)深植于企业基因的创业者而言,当下并没有类似 Stripe Atlas 那样可以“一键生成”此类企业的成熟工具,初创团队究竟该如何破局起步? 埃里克笑着透露自己“正在为此努力”。在他即将发布的新书中,读者只要扫描二维码就能获取一套详尽的实操指南,其中涵盖了“防腐条款清单”(Incorruptible Term Sheet)以及配套的整套法律架构协议模板。随后他的语气转入深沉与严肃:他曾亲自辅导过不计其数被资本或外部力量背叛、公司惨遭肢解、甚至自己被扫地出门的使命驱动型创始人,包括全食超市(Whole Foods)的联合创始人约翰·麦基(John Mackey)。埃里克发现,这些创始人在惨败后无一例外陷入强烈的内省自责,觉得是自己能力不够、信错了人、或是把错误的人请进了董事会;书中甚至记录了一位创始人在临终之际仍在悔恨自己没有用对人。埃里克痛心地指出,这种将失败“个人化”(Personalize)的倾向极其危险,它让企业组织在资本逻辑面前遭遇的结构性毁灭力量彻底隐形。他举了身边一位挚友的悲剧:该好友被自己亲手招进来的员工联手罢免,随后又开启了一家新的使命驱动型企业;当埃里克追问他“新公司的治理架构会有什么不同”时,对方居然一脸愕然地反问:“能有什么不同?”——这表明创始人甚至根本没意识到,不打破旧有的治理规则,同样的宿命必将重演。 - **制度性阻力 vs. 个人归咎**:创始人受挫后往往将企业偏离初心归结为个人信错伙伴或能力欠缺,从而忽视了传统股权治理机制对崇高使命的系统性侵蚀。 - **全食超市案例**:John Mackey 等标志性企业家的遭遇绝非孤例,使命型企业在面对外部资本侵蚀时普遍缺乏制度防御手段。 - **落地工具支持**:埃里克在新书中提供了从防腐条款清单(Incorruptible Term Sheet)到公司章程的整套法律实操方案,填补“使命至上”企业的法律基建空白。 --- ### [35:12](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2112s) 不可腐化公式:精神之道(Ethos)与诚信之道(Integrity) 埃里克强调,要想打破这一轮回,创业者在制度上只需踏踏实实做好两件事: 第一是走向“精神之道”(The Path of Ethos),即在运营层面让企业真正有所坚守。埃里克援引现代零售业之父、Costco 的精神先驱索尔·普莱斯(Sol Price)的名言——企业必须成为“客户的受托人”(Fiduciary to the Customer)。创始人必须白纸黑字写下:“你宁死也不愿背叛的对象是谁?”("Who would you rather die than betray?"),并把这一原则无条件确立为整家公司的核心操作系统,彻底嵌入管理结构、商业模式以及团队文化中。 第二则是走向“诚信之道”(The Path of Integrity),即打造一家有能力做出承诺并长久信守承诺的企业。企业必须具备强韧的“结构性抗体”(Structural Integrity),对内能够抵御短视逐利的诱惑,对外则有底气抵抗一切资本霸凌。当外部资本试图通过恶意收购或短期收益激励强迫企业违背初心时,管理层必须拥有直接对收购者说“滚蛋”("say FU")的法定底气。要做到这一点,就必须抛弃传统商学院推崇的治理教条,转而引入公共利益公司(Public Benefit Corporation, PBC)、董事会使命誓约(Board Mission Pledge)以及长期利益信托(Long-Term Benefit Trust)等防腐机制。埃里克半开玩笑地铺垫道:“当‘精神之道’与‘诚信之道’合二为一,你将得到一家——大家坐稳了——‘不可腐化的公司’(Incorruptible)。”现场随即响起会心的笑声。 ```mermaid flowchart TD accTitle: 不可腐化公司的构建路径 accDescr: 展示精神之道与诚信之道如何结合,借助治理机制打造不可腐化的商业实体 subgraph Ethos ["第一支柱:精神之道 (Path of Ethos)"] A["明确受托责任<br/>(谁是你宁死不背叛的对象)"] B["运营底盘重构<br/>(商业模式/组织文化/管理系统)"] A --> B end subgraph Integrity ["第二支柱:诚信之道 (Path of Integrity)"] C["结构性防御机制<br/>(PBC / 长期利益信托 / 董事会使命誓约)"] D["抗诱惑与抗霸凌能力<br/>(抵御短期投机 / 坚决拒绝恶意收购)"] C --> D end Ethos --> Final["不可腐化企业<br/>(Incorruptible Company)"] Integrity --> Final ``` --- ### [36:20](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2180s) 对手拿风投就是你的机会:将“值得信任”打造成商业护城河 主持人对此深表赞同,并分享了自己前一天给某位创业者的建议。杰夫·贝佐斯(Jeff Bezos)曾有名言“你的利润率就是我的机会”,主持人则对这位创业者直言:“你的竞争对手拿风险投资,正是你的巨大机会。”因为一旦对手背负了传统风投激进退出的短期回报压力,就必然被迫妥协,做出违背产品初心、伤害客户真实利益的变形动作。主持人感叹,如果能设计出一套法人治理架构,不仅能在创立之初承载创始人那份近乎偏执的使命感,更能在创始人离开后让实体机构历经数代依然维持这份特质,其爆发出的商业力量将无可限量。 埃里克接着谈到自己对真实反馈机制的执着与践行。作为《精益创业》作者,他在新书定稿前严格落实“吃自己的狗粮”:邀请了约 600 名测试读者深度试读,累计收集了近 10,000 条反馈意见。最让他感到振奋的并非反馈数据本身,而是已有 5 到 6 位读者(接近测试读者总数的 1%)专门联系他,表示通过吸收书中关于治理与使命的全新框架,发现了以往完全盲视的商业新蓝海。这些读者发现,在当今诸多细分赛道中,客户对现有所有服务商都深恶痛绝,因为这些厂商全都陷入了涸泽而渔的“掠夺式商业模式”(Extractive)。无论是在当下狂飙突进的 AI 领域还是其他传统行业,只要企业从第一天起就以制度确保自己“绝对值得信赖”,把信任本身作为降维打击的差异化武器,做成一门利润丰厚且基业长青的生意不仅完全可行,而且路径极为清晰。在全场对新书发布的热烈祝贺中,对谈圆满收官。 - **对手融资即商机**:传统风投资本对高额短期回报的倒逼机制,往往迫使竞品牺牲用户体验,从而为坚守初心的企业让出宝贵的市场生态位。 - **高密度测试闭环**:埃里克召集约 600 名读者展开深度压力测试并产出上万条批注,实践严密的用户验证流程。 - **反掠夺模式的商业蓝海**:在全行业普遍充斥着索取型(Extractive)手段的领域,制度化的“值得信任”(Trustworthy)已成为初创公司撕开行业垄断的最强竞争护城河。 ## Notable quotes > [00:00](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=0s) 资金不是无限的,活下去,不要把钱烧光。 — 主持人 > [06:48](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=408s) 一家公司的资本结构怎么可能带有某种味道?你在嘴里居然能真真切切地把它尝出来! — 埃里克·莱斯 > [08:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=511s) 如果你不把公司的治理结构搭建好,长远来看,你做出的任何其他决定都毫无意义,因为到那时做决定的人根本就不再是你了。 — 埃里克·莱斯 > [12:44](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=764s) 如果你去家附近的公园散步,随便找一棵树,它的树龄都可能比‘股东至上主义’这个概念还要长。它根本不是什么资本主义的古老基石。 — 埃里克·莱斯 > [21:47](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1307s) 永远为时过早,直到为时已晚。 — 埃里克·莱斯 > [30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1831s) 你要是敢把那该死的热狗涨价,我就宰了你。自己去想办法解决。 — 吉姆·辛尼格 > [30:31](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=1831s) 商业上的吸毒。 — 吉姆·辛尼格 > [35:12](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2112s) 你宁死也不愿背叛的对象是谁? — 埃里克·莱斯 > [36:20](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2180s) 你的利润率就是我的机会。 — 杰夫·贝佐斯 > [36:20](https://www.youtube.com/watch?v=AWuE2Ru2SrE&t=2180s) 你的竞争对手拿风险投资,正是你的巨大机会。 — 主持人 ## Mentioned 埃里克·莱斯, 《精益创业》, 《不可腐蚀》, TBPN, 吉姆·辛尼格, 克雷格·耶利内克, 杰夫·贝佐斯, 约翰·麦基, 索尔·普莱斯, 迈克尔·普雷斯曼, Anthropic, OpenAI, Cohere, Palantir, Google, Meta, Costco, Patagonia, Vanguard, John Lewis Partnership, 好时, 诺和诺德, 蒙德拉贡, 丰田, 三星, 全食超市, Everlane, 长期股票交易所 (LTSE), 美国证券交易委员会 (SEC), Quibi, Groupon, TurboPopper, REI, Stripe Atlas ## Video description This is our full conversation with Eric Ries, recorded live on TBPN. We discuss why successful companies drift away from the principles that made them great, how short-term incentives and quarterly reporting can damage long-term value creation, why companies like Costco and Patagonia have built mission-first cultures that resist outside pressure, and how governance structures like public benefit corporations and long-term trusts could reshape the future of capitalism. Sign up for TBPN’s daily newsletter at TBPN.com Follow TBPN: https://TBPN.com https://x.com/tbpn https://open.spotify.com/show/2L6WMqY3GUPCGBD0dX6p00?si=674252d53acf4231 https://podcasts.apple.com/us/podcast/technology-brothers/id1772360235 https://www.youtube.com/@TBPNLive [Source](https://www.youtube.com/watch?v=AWuE2Ru2SrE)

Source quotes

[0:00] 主持人: 资金不是无限的,活下去,不要把钱烧光。 [6:48] 埃里克·莱斯: 一家公司的资本结构怎么可能带有某种味道?你在嘴里居然能真真切切地把它尝出来! [8:31] 埃里克·莱斯: 如果你不把公司的治理结构搭建好,长远来看,你做出的任何其他决定都毫无意义,因为到那时做决定的人根本就不再是你了。 [12:44] 埃里克·莱斯: 如果你去家附近的公园散步,随便找一棵树,它的树龄都可能比‘股东至上主义’这个概念还要长。它根本不是什么资本主义的古老基石。 [21:47] 埃里克·莱斯: 永远为时过早,直到为时已晚。 [30:31] 吉姆·辛尼格: 你要是敢把那该死的热狗涨价,我就宰了你。自己去想办法解决。 [30:31] 吉姆·辛尼格: 商业上的吸毒。 [35:12] 埃里克·莱斯: 你宁死也不愿背叛的对象是谁? [36:20] 杰夫·贝佐斯: 你的利润率就是我的机会。 [36:20] 主持人: 你的竞争对手拿风险投资,正是你的巨大机会。

Source quotes

[4:03] If you don't get the governance of a company right, no other decision you make will matter in the long run because you won't be the one making it. [22:41] Honey, that's so sweet that you're concerned about mission... Why don't you worry about getting your first customer? [150:31] Jim Sinegal: If you raise the effing hot dog price, I will kill you. Figure it out.

Original transcript

[0:00] The Lean Startup was foundational to me [0:03] when I came to Silicon Valley. I [0:05] remember I went to a Lean Startup book [0:07] event [0:08] probably back in 2012. You spoke there [0:10] and it was very inspiring as I was [0:12] starting my first company. [0:14] And I took away from it just [0:16] you know, money is not infinite. Don't [0:19] die. Don't burn all your money. But I [0:21] mean maybe we can start there and sort [0:23] of reset like what are the correct [0:25] lessons that you think should endure [0:27] from the Lean Startup and then we'll go [0:29] into Incorruptible and sort of all of [0:31] the all of the evolution but I'd love to [0:33] sort of have a reflection [0:36] incredibly influential on on my career [0:39] and journey Really like unlocked [0:40] entrepreneurship for a lot of people [0:42] because [0:44] perfect time where like it was you [0:45] needed $20 to be a business [0:47] >> for me for me as somebody who just grew [0:49] up obsessed with startups and beyond [0:51] TechCrunch everyday and all the startups [0:53] that I thought were cool and crushing it [0:55] were in TechCrunch every you know, 12 [0:58] months raising all this money and it [1:01] feels like out of you know, it feels [1:02] like out of reach when you're a teenager [1:05] and then you realize like hey [1:07] capital [1:08] capital is way less of a constraint than [1:11] than you would think. So thank you for [1:13] that. [1:14] Well guys, thanks to you. Thanks and [1:15] first of all congrats to you [1:17] success. [1:18] You know, [1:19] what's really held up like a lot of the [1:21] techniques and the specific tactics from [1:22] Lean Startup are a little dated now. I [1:24] mean you know, Groupon is a case study [1:25] like it's it's it's old now. It came out [1:27] in 2011. But I think the principles have [1:29] held up really well and especially if [1:31] you think about like from a mega trends [1:33] perspective, the book said that the [1:35] world's going to get more and more and [1:36] more uncertain. So our ability to plan [1:37] and forecast is going to get worse. I [1:39] think we I think we nailed that one. And [1:41] that the democratization of technology [1:42] is going to mean that more and more and [1:44] more people are going to be able to [1:45] build faster, cheaper, better products. [1:48] And so you put those two things together [1:50] every industry that's been hit with a [1:51] double whammy with those two things Lean [1:52] Startup holds up real well. Yeah. [1:54] Do you think startups are getting leaner [1:58] or [1:59] less lean in [snorts] the modern era? [2:01] And what I mean is that I will see we we [2:04] have folks on the show all day oh [2:06] $200 million seed round. It doesn't feel [2:08] lean. At the same time we hear about the [2:11] mythical one bill one person one billion [2:14] dollar company and although there's been [2:17] some reporting that's been a little bit [2:18] debunked on it hasn't happened yet, it [2:20] feels like it is becoming more [2:22] attainable. You you can run run leaner [2:25] even if you're just using SaaS products, [2:27] but also AI agents can do a lot of [2:29] things. You can answer a lot of [2:30] questions. You might have slightly lower [2:32] legal bills just because you're a little [2:33] bit sharper going into that negotiation. [2:36] And so I'm wondering on the the net [2:38] leanness. How how are you processing the [2:40] modern era? Well, every time we have a [2:42] mania or a bubble, you [laughter] know, [2:43] whatever you want to call it, right? The [2:45] the situation goes bimodal real fast. [2:47] You have people who are struggling to [2:48] raise money if they're uh not in the [2:50] favored category and then uh obviously [2:52] the money is flowing ridiculous. What's [2:54] funny is that I've been at the lean [2:55] startup long enough that people [2:56] periodically write these articles that [2:57] are like such and such company proves [2:59] that lean startup is over. And they [3:00] always pick a company like Quibi. Okay. [3:03] So it's like you know, you you just [3:04] never know what it's going to be the [3:06] thing. I I think fundamentally like [3:07] using resources well is an eternal [3:10] entrepreneurial virtue. So even the [3:11] people that are over funded, a lot of [3:13] them run into trouble because now you [3:15] don't have that uh that reality kind of [3:17] barking at you all the time to make sure [3:19] that you're actually building something [3:20] that people want. It becomes easier and [3:21] easier to delude yourself the more money [3:23] you raise. The other the other kind of [3:25] startup that's emerged is the is the is [3:28] the lean startup that ends up raising a [3:30] lot of capital, but simply because they [3:32] were lean and they were like really [3:34] scrappy and so they grow super quickly. [3:36] I'm thinking of like, you know, a Turbo [3:38] Popper, right? Uh our our friend's [3:40] company where you know, raised very [3:43] little money, at a nine-figure run rate [3:45] now, but extremely attractive to [3:47] capital. [3:48] But but but but his entire approach is [3:51] like how do I maintain that scrappiness [3:53] even once I have a fortress balance [3:55] sheet because that's what made the [3:56] company great from the beginning. It's [3:58] just like doing things that customers [4:00] want that they'll pay for, you know, all [4:02] these things. [4:03] When it's so easy when you take in that [4:06] level of money to lose that ethos. Sure. [4:09] The thing that made it worth investing [4:11] in in the first place. Yeah. And I think [4:13] it's interesting like I know quite a few [4:14] companies that like what you're [4:15] describing where the fundraising was [4:17] done for some other reason than for the [4:18] money. In fact, I I know a bunch of [4:19] founders who bragged to me, we raised [4:21] this money and never spent it. Yeah. Um [4:23] because it can it can make sense to have [4:24] a fortress balance sheet, but to me the [4:26] real question is not about like how big [4:28] or or small is the organization, how [4:29] much money was they raise, but how much [4:30] control [4:32] do the people who are locked into that [4:33] mission actually have over what happens [4:35] next? And sometimes when you raise too [4:36] much money, especially too much money [4:37] too early, [4:39] you think, you know, you ring the gong [4:40] and you're really proud and that's [4:41] [laughter] great. You know, like it's [4:43] Okay, that's really fun, but then like [4:44] have you actually Yeah, or you I get the [4:46] airhorn. I get you guys with the sound [4:47] effects. And like sometimes, you know, [4:49] this you don't the media environment. [4:51] Like steadily building a product that [4:52] people love day in day out. Like it's [4:54] hard. That's not the sexiest story and [4:55] so sometimes, you know, we get we get [4:57] distracted by all these other things [4:59] that that take us away from the one and [5:01] only one thing that truly matters, which [5:02] is can you build a great product, build [5:04] a great company? Yeah. Yeah. I mean, [5:06] there there are so many uh and a lot of [5:08] financial reporting sort of misses the [5:11] changes of control that happen. Like [5:13] there might be a company that's raised a [5:15] $1 series seed and then a $5 series A [5:19] and there's two VCs on the board and one [5:20] founder. And then there might be five [5:22] founders on the board and VCs are [5:25] stuffing $100 checks and they can't even [5:27] get a board seat because there's so much [5:28] demand. And which one tells you more [5:30] about the future of that company? [5:33] Potentially the governance side. How how [5:35] are you grappling with the just [5:37] governance in the modern era? There I [5:39] mean, I feel like that's a lot of what [5:40] this book is about. There's so many [5:41] different paths. There's, you know, PBCs [5:45] and and really diffuse lots of, you know [5:48] lots of co-founders having even stakes [5:50] and then you have the the SpaceX AI [5:53] men's control in a single founder both [5:56] can produce you know fantastic products [5:58] and good financial outcomes but like how [6:01] should we interpret all the different [6:03] roads that are available to founders [6:05] these days? [6:06] >> Yeah. [6:06] It's really confusing that's actually [6:07] part of the reason I wrote the book. [6:08] Book is meant to blueprint to actually [6:10] show a new better way forward like the [6:12] extreme founder control has its problems [6:15] you know that's like it's called hubris [6:16] syndrome not the name not to name check [6:18] any particular founder but you know that [6:20] can cause some issues but also investor [6:23] dominated companies really underperform [6:26] precisely because we have this financial [6:28] system that pull has this gravitational [6:30] force that pulls companies down into [6:32] mediocrity or worse. And the book I [6:34] document like over and over and over [6:36] again we we reenact the parable of the [6:40] the the goose that laid the golden egg [6:41] and just stab it right through the the [6:43] heart when we by removing the thing that [6:46] actually made it worth investing in in [6:47] the first place. How many times have you [6:48] gone to a restaurant and you're like [6:49] look on your phone you're like take one [6:51] bite and you're like [6:52] did private equity buy this restaurant? [6:54] >> [laughter] [6:55] >> It tastes disgusting. [6:56] >> No I have the best I have the best [6:57] example of this my favorite my favorite [6:59] hotel in the world [7:02] was bought by private equity [7:04] and one of the things that every guest [7:07] would talk about didn't matter at all [7:09] it's just like it barely contributed to [7:11] the cost of like you know having a guest [7:13] there was that every night the hotel [7:15] would walk around and they would leave a [7:17] warm chocolate chip cookie and milk for [7:19] each guest. [7:20] And literally and and private equity [7:22] bought the hotel which only had like [7:25] something like 20 something keys and [7:27] they immediately removed the free [7:29] chocolate chip cookie with milk at night [7:31] thing and I was just so [laughter] [7:33] such a funny thing to like take out but [7:36] is exactly the kind of thing when you [7:38] met you transitioning from [7:40] you know [7:41] the this like founder led, you know, [7:44] family operated business to [7:47] investor owned. [7:49] Yeah, what's sad about it is we built an [7:51] economy where people are routinely [7:52] rewarded for cutting costs, but never [7:55] held accountable for the downstream [7:57] brand and quality consequences of that. [7:59] So like on the balance sheet, getting [8:01] rid of the cookie is immediate ROI [8:02] positive. [8:04] Yeah, and you can justify it. You can [8:05] justify it cuz they're Well, the [8:06] cookie's still on the menu, so people [8:08] want the cookie, they'll just order. We [8:10] looked at the data. We looked at the [8:12] data, a lot of people don't even eat the [8:13] cookie, right? [8:15] And so it doesn't matter. And of course [8:16] No, you got it right. Like how is it [8:18] possible that the capital structure of a [8:20] company has a flavor? [8:22] Like you can literally taste it and it [8:23] cuz like notice how when you said that [8:25] private equity took over your hotel, [8:26] we're all ready to give you condolences, [8:28] right? Like you could in theory you [8:29] might be like, "Well, uh having those [8:30] resources made it better, right? Go grab [8:31] That's great. And now they're going to" [8:33] No, no one ever feels that way. And [8:35] everywhere I go, you know, I've been as [8:36] I've been doing this book tour and the [8:36] new book, [8:38] people are coming up to me to be like, [8:40] "I know that story. Yes, that happened [8:41] to me." And they've named like 20 [8:42] different restaurants to me, hotels, [8:44] like so many service products where And [8:47] again, it's not about private equity per [8:49] se, it's that we've built this pervasive [8:50] force that is just dragging companies [8:52] down. So if we're going to get down get [8:54] to the governance question, and I know [8:55] for founders listening it's like, "Oh [8:56] god, governance is so boring." But like [8:58] Important. As I say in the book, if you [8:59] don't get the governance of a company [9:00] right, no other decision you make will [9:03] matter in the long run because you won't [9:05] be the one making it. [9:07] So we have to figure out how do we [9:09] create that like incredible alignment? [9:11] You've seen it in mission-driven [9:12] companies, right? Where everyone's on [9:13] the same page. And how do we protect [9:15] that special thing from outside [9:17] pressure? And when you put those two [9:18] things together, we can create what I [9:19] call mission-controlled companies that [9:22] cannot be corrupted by this temptation. [9:24] Yeah. Uh [9:26] there's a bunch of different uh [9:28] things that I want to like click through [9:30] to get to interrogate that. The first is [9:34] probably quarterly results, quarterly [9:36] earnings. Uh I've seen proposals to go [9:39] to uh every 6 months reporting, and it [9:43] seems like, okay, that would align [9:45] public companies with like the CEO could [9:47] think for 6 months instead of 3 months [9:49] and take bigger risks and and and uh [9:51] think longer term. That feels very good. [9:53] At the same time, it feels like uh the [9:56] the the the rug that you sweep things [9:58] under is potentially just getting bigger [10:01] twice as large or the the closet where [10:03] you hide the bodies is getting twice as [10:05] big. Um and I'm wondering, is there a [10:07] tension there? Am I wrong to think that [10:09] there's a tension there? Uh because a [10:11] lot of a lot of like I I I I think [10:13] about, you know, problems in the public [10:15] markets with long-term value creation, [10:17] long-term alignment, but then I also [10:18] think about uh [10:20] the the transparency that comes with [10:22] being public, the regulation that comes [10:25] with being public, the access to public [10:27] investors, retail investors that can [10:29] participate in a company before it's a [10:31] trillion dollars if it's going to be a [10:32] great company. So, how how are you [10:34] dealing with those tensions if there are [10:36] tensions? Yeah, okay. First of all, the [10:37] tension is completely real. And you [10:40] think you got to know is is Long-Term [10:41] Stock Exchange, the company that I [10:42] founded, [10:43] um is the one who filed the petition [10:45] last year to the SEC to switch from [10:47] quarterly to semi-annual. [10:48] >> You're the one. Okay. [10:49] >> [laughter] [10:49] >> I somehow just put that together. Sorry. [10:51] So, obviously I have a I have a a strong [10:52] strong view about it. [10:53] >> Cash. [10:54] Oh, nailed it. [10:57] Exactly. So, uh and what's funny about [11:00] it is, okay, so first of all, we have to [11:01] understand the scale of the problem. [11:02] You're not going to believe this, but we [11:03] have really good [11:04] >> sorry sorry, before we continue, you [11:05] should have named it like, you know, [11:08] Eric's Eric's Law or something like [11:10] that. You're not You're not getting [11:11] enough credit for this. You're not [11:13] getting enough credit for this. That's [11:14] Listen, the memes and everything, that's [11:15] your department, okay? I just I just So, [11:17] all right. [11:18] >> Okay. [11:18] So, okay, but you've got to understand [11:20] the magnitude of this problem is insane. [11:22] >> Yeah. [11:23] If you look at um other countries as [11:24] these natural experiments where certain [11:25] countries have have switched from [11:27] semi-annual to quarterly reporting or [11:29] vice versa, and they happened to do it [11:30] in such a way that not every company [11:31] changed at the same time and it was [11:32] random who did which. [11:34] So, we actually know the valuation [11:36] consequences of quarterly reporting and [11:37] it's roughly a 5% loss of total equity [11:41] value. Wow. Companies are 5% less [11:44] valuable Interesting. [11:45] >> when they report quarterly than [11:46] semi-annually. So, the academic research [11:48] on this is pretty good and the magnitude [11:50] of the cost we're talking about so much [11:52] so many billions of dollars of lost [11:53] value. It's not because the the like you [11:57] know, effort to do a quarterly report is [11:59] expensive although it is expensive and [12:01] annoying. Rather, when people report [12:03] quarterly they start to run the company [12:05] for the quarterly report. So, companies [12:07] no longer make products, they start to [12:08] view the quarterly report as the product [12:11] which means they're basically meme [12:12] factories. What do I have to do to [12:14] generate the report that will get me [12:16] what I want. Now, getting rid of [12:18] quarterly reporting just by itself I [12:19] don't think is a very good idea and [12:20] we'll see what the SEC ultimately [12:21] decides to do. I think we should replace [12:24] quarterly reporting with a better like [12:26] more fullsome disclosure project where [12:28] long-term investors can actually find [12:29] out F is going on at the companies they [12:31] invest in where today companies are [12:33] strongly incentivized to get out as [12:34] little information as possible. But, [12:36] that's kind of broken the partnership we [12:38] need between long-term companies and [12:39] long-term investors. That's [12:41] of course part of why we we created the [12:42] exchange in the first place. Yeah. Uh [12:44] talk about uh [12:46] public benefit corporations and how uh [12:49] incentive alignment might play out like [12:51] in in in the longer term when there is, [12:54] you know, when you get to a stage of a [12:56] company that's a lot more like Apple [12:58] than a founder-run like Anthropic is a [13:00] unique example with set of co-founders [13:03] but uh that like the the normal Fortune [13:05] 500 company has a leader at the top that [13:08] might have 1% equity uh and a board seat [13:11] but there is a chairman of the board, [13:13] there's a board of directors, it's much [13:14] less controlled. But, in that scenario [13:18] they're reporting to shareholders and [13:20] they have a fiduciary duty to [13:21] shareholders. Uh if, you know, you have [13:23] a company that's, you you broadly held [13:26] and has diversified board and [13:29] diversified ownership structure, but is [13:31] a PBC, [13:33] how does that play out? Like, what are [13:35] they doing differently? Is it that the [13:36] CEO has two different hats and they're [13:38] mentally taking these on and off [13:40] throughout as they're decision-making? [13:42] Or or what is [13:44] How does that actually play out? [13:46] Yeah, that would be too hard. The [13:47] so-called double bottom line, triple [13:48] bottom line, I think is not worked out [13:50] very well precisely because it leaves [13:51] CEOs really confused. Okay, you want to [13:53] be multi-stakeholder great. Customers [13:55] want lower prices, but employees want [13:56] higher wages. Now what? Yeah. So, it [13:58] kind of leads to compromise. Yeah. But [13:59] what's interesting, PBC is actually not [14:02] that new. Okay. For the vast majority of [14:04] time there have been joint stock [14:05] corporations on this planet, it was [14:07] considered obvious by everybody that [14:09] they should be incorporated to do a [14:11] specific thing. [14:13] Mhm. When they're just trying to make [14:14] money for themselves, they wind up [14:16] hollowing themselves out. That's what [14:17] makes them dangerous. It was only in the [14:18] 1980s that the idea of so-called [14:20] shareholder primacy came into effect. [14:22] So, if you like walk by your local park, [14:24] you will see trees that are older than [14:26] this idea. This is not some like pillar [14:27] of ancient pillar of capitalism. [14:30] >> And in the book I make the case for [14:31] first of all, we got to get rid of [14:32] shareholder primacy. I think it's a it's [14:33] just a terrible idea. But the question [14:36] is kind of like attacking it is easy cuz [14:37] the data is so good about all these best [14:39] practices being so bad. [14:40] The issue is what do we replace it with? [14:42] What does mission primacy look like? And [14:44] I think the key to that is to understand [14:46] that being a for-profit company is [14:47] actually great. [14:49] Making a profit is actually about making [14:51] the world a better place. That's [14:52] literally the definition of it. It's [14:53] like a positive margin transformation. [14:55] So, in the book I argue and I feel weird [14:57] doing it on the same day that like Pope [14:58] Leo made this same point in way in way [15:01] better fashion. You know, I had hundreds [15:02] of pages. I only mentioned it in [15:03] passing. But like literally to make a [15:06] profit [15:06] >> Yeah. is to maximize human flourishing. [15:09] That's what it means. [15:10] So, now coming back to the PBC, all a [15:12] PBC does is give the CEO and the board [15:14] the legal cover to pursue long-term [15:17] value creation [15:18] >> Oh. in the face of hostile investors. [15:20] So, if you go there and say, "Listen, [15:21] I want to sell the company to Philip [15:23] Morris cuz they're willing to pay a [15:24] dollar more per share than it's worth." [15:26] You need the tool to be like, "No, [15:27] that's ridiculous. Of course we're not [15:28] doing that." And that's what PBC allows [15:30] you to do. Interesting. [15:32] Uh what do what do you think are some of [15:34] the most underappreciated [15:36] companies in history that had that you [15:39] feel like had mission primacy? [15:42] Yeah. Yeah, obviously these are profiled [15:43] in in great deal in the in the book. And [15:45] what's really interesting is if you talk [15:47] to people about corruption and say like, [15:49] "Why do these companies go to you know [15:50] go to bleep after they get big or [15:52] whatever?" Most people be like, "It's [15:54] inevitable. It's human nature. It's [15:56] companies get old, they get big, there's [15:57] a lot of money involved, blah blah [15:58] blah." [15:59] But those same people if you're like, [16:01] "Are there any companies you trust?" [16:02] They're like, "Man, I love Costco." [16:04] Yeah. [16:05] It's like, "Well, interesting. Like how [16:06] come but I thought it was inevitable. [16:07] Costco's a $400 billion public company." [16:09] Oh yeah, well they're the exception. [16:10] You're like, "Well, what about [16:11] Patagonia?" [16:12] You got a Vanguard mutual fund? You [16:13] think? What about you know John Lewis [16:14] partnership or you already know [16:16] Hershey's chocolate bar? You ever taken [16:17] a Novo Nordisk medication? Like there's [16:18] all these weird exceptions. Mhm. Many of [16:20] which are decades or even like more than [16:22] a hundred years old. And what's [16:23] interesting to me is if you take that [16:25] whole category of companies as a data [16:27] set and say, "What do they have in [16:28] common?" Every single one of them [16:30] violates pretty much all of today's [16:33] so-called best practices about companies [16:35] are supposed to be structured, built, [16:36] and run. [16:38] So I think that we actually have really [16:40] good data [16:42] that this is not some abstract thing. So [16:44] like so for example when the founders of [16:45] Anthropic left OpenAI. So what is that [16:47] like three or four OpenAI crises ago? [16:50] >> [laughter] [16:51] >> Crack up. Anyway, it's like hard for me [16:52] to keep track but anyway it's like it's [16:53] been it's been a rough you know it's [16:54] been a rocky road. Um [16:56] when they left like was one of the [16:57] people that they talked to setting up [16:59] their governance structure. And not only [17:01] and again I am not taking credit. Okay, [17:03] don't do the meme thing, okay? I'm not [17:04] taking credit for Anthropic's success. [17:06] Obviously I played only a very big part. [17:07] >> They wanted to call it the Eric PBC but [17:10] you said I I and I had to talk them out. [17:11] I was like, "Guys, please please no no I [17:13] don't you know I [17:14] >> No no no [17:15] they they were looking for an idea and [17:16] you told them like I think you should [17:17] work on AI. That's what happened. [17:19] >> Yeah, yeah. They they were [laughter] [17:20] like maybe thinking of pivoting out cuz [17:21] they left Open AI and they were like [17:22] maybe we should give up on AI. They were [17:23] going to do protein shakes or they were [17:25] going to do an energy drink and you were [17:26] like I think [17:27] >> Don't do this. I just I just talked to [17:28] you. I said about the IRS CEO. Don't get [17:29] me in trouble here. Who's going to clip [17:31] this out of context? You're going to get [17:32] [laughter] me fired. [17:34] Okay. But listen, I so I'm not for the [17:36] record I'm not taking credit [laughter] [17:37] for their success, nor am I trying to [17:38] talk smack about Open AI. I know you [17:40] guys love them. Yeah, yeah. The issue [17:42] but but the specific thing I think is [17:43] really interesting is because they were [17:45] really worried about this specific [17:47] issue. When I gave them my typical [17:48] litany of like founder loss of control [17:50] horror stories, [17:51] they could see how bad that would be. [17:54] And in fact [17:55] it's funny talking about about the about [17:56] the Pope. [17:57] I was at an event at the Vatican last [17:59] year talked about AI governance and I [18:01] was on this panel with every major AI [18:03] company, Open AI, Anthropic, Cohere, [18:05] Palantir, Google, Meta, everyone on the [18:07] one panel together and me for some [18:09] reason. And I'm looking down this row [18:11] and I'm like, oh my god, not a single [18:12] one of these companies has standard [18:13] governance. [18:14] They all consider it to be too [18:16] dangerous. They got to have somebody [18:18] playing the role of what's called the [18:19] mission guardian. But Anthropic to their [18:22] great credit I think did not want it to [18:23] be the founders personally holding that [18:26] uh that special responsibility cuz it's [18:28] stressful as [18:29] I know many founders who are trapped in [18:30] that situation. So they created [18:32] something called the long-term benefit [18:34] trust which is like a multi-branch [18:36] government, right? So you have the the [18:38] the for-profit PBC and then you have the [18:40] board of directors accountable to a [18:42] second entity, this this outside trust. [18:44] And the data shows that companies with [18:46] that structure are something like five [18:48] times more likely to live to year 50 and [18:50] have like way better long-term value [18:52] creation metrics, too. So again, I think [18:54] we have the evidence that there are [18:55] these better structures, yet most [18:56] founders are never given this as an [18:58] option and by the time they find out [19:00] about it it's too late, they've already [19:01] lost control. I want to talk about [19:04] >> one interesting thing is is [19:06] uh [19:08] if we move to bi-annual reporting, [19:11] there's going to be a lot of work, [19:12] accountants, lawyers are going to have [19:14] less work, but you're creating a new [19:16] struc- you know, these much you know, [19:18] these complicated structures. They can [19:20] just shift their attention to working on [19:22] mission mission-aligned companies. [19:25] Uh yeah, sorry. That wouldn't be that [19:27] bad, would it? I think I'd like what [19:30] compared to what they're working on now, [19:31] [laughter] I think that No, no, I I I'm [19:32] I'm I'm sort of joking, but at the same [19:34] time I think it would be a much better [19:36] use of [19:37] much better use of their time. [19:38] >> I I I want to talk about Mondragon. Is [19:40] that how you pronounce it? [19:43] I I'd like you to introduce it though [19:44] first for those who aren't familiar, and [19:46] then I have some questions about [19:48] you know, where we go, what lessons we [19:50] learn from it. But first, how how do you [19:52] understand that? See, I don't get to [19:54] talk about Mondragon very often, so I [19:55] know you did your homework and I just [19:57] A+. Awesome. [19:59] Okay, so so it's funny we're talking [20:00] about the day of the Pope's encyclical. [20:02] So so a Catholic priest walks into the [20:05] war-torn Basque region after the Spanish [20:07] Civil War. So this is not the setup for [20:09] a joke. It's not like a priest walks [20:10] into a bar. He actually like went there. [20:12] Um and instead of like preaching, you [20:15] know, [20:16] just [20:17] comforting people who are being [20:19] devastated, he had this vision for a new [20:21] kind of economic reality where workers [20:24] would be empowered to learn a trade and [20:26] to own and to control their own destiny. [20:28] And to make a very long story short, he [20:29] started to create this network of worker [20:31] cooperatives. [20:33] Um where the workers themselves own the [20:35] means of production and they build all [20:37] kinds of started with like industrial [20:38] equipment and now make all kinds of [20:40] stuff. And and if you zoom out today, [20:42] Mondragon is this gigantic company that [20:44] employs 90,000 people in Europe, one of [20:46] Spain's largest companies, makes [20:48] elevators and and have a [20:50] grocery store chain and all kind of like [20:52] if you look at it from the outside, you [20:54] say, "Oh, that's like a fully [20:55] diversified industrial conglomerate." [20:57] Makes sense. Like making a lot of money, [20:59] that's perfectly sensible. But if you [21:01] zoom in, [21:03] there's nothing about Mondragon that [21:04] actually resembles a typical for-profit [21:06] corporation at all. It is a network of I [21:08] think 80 or 90 of these independent [21:10] worker cooperatives that work together. [21:12] They have like a congress where they [21:14] send representatives and they [21:15] self-govern. And any of the cooperatives [21:17] can leave the network if they don't get [21:18] benefit from the central services that [21:20] it provides. So this is an example of [21:22] what I call a mission-locked [21:24] constellation. Which is [21:26] a a set of entities that when you zoom [21:28] out, the customer, the investor, and [21:31] even from the outside perceives it as [21:32] one thing, but it's actually uh many [21:35] things. Now, be honest. If I pitched you [21:39] this is my business plan that I was [21:40] going to create 90,000-person network of [21:42] 80 like if I pitched it to you, wouldn't [21:44] you say it was impossible? [21:47] Um well, that's my question. [21:49] >> work. [21:50] Uh yeah, I I would I would say [21:54] it's not that it could never work, it [21:55] would just be extremely hard to [21:56] reproduce. Like I think if you got a [21:58] really talented group of people and you [22:00] tried to rebuild something like this, [22:02] even knowing all of the mistakes and [22:05] challenges that this last one had, it [22:07] would still be very difficult and [22:09] probably end in failure. But [22:12] Right. So isn't it possible [22:15] >> Well, it's clearly the fact that it [22:16] exists obviously proves that it's [22:18] possible, but I think most people when [22:20] they're thinking about how to start a [22:21] company, like just have a very narrow [22:24] view of what can be done. Cooperatives [22:25] employ I don't have the stat in front of [22:27] me like millions of people worldwide. [22:28] Like this is not some like weirdo niche [22:30] thing. [22:31] It's actually like it's a tool that we [22:34] can use. Now, in the book I try to go [22:35] through all the different ways you can [22:37] create mission lock. [22:41] Yeah, [laughter] you guys you guys know [22:42] REI. REI is a huge Vanguard episode like [22:44] REI is well known. I guess my I I guess [22:46] my question with it is that so I I I I [22:49] agree with you. Like you got me. If if [22:51] somebody came to me and pitched me that, [22:52] I'd be like, "Ah, that's too [22:53] complicated. That doesn't pattern match [22:54] to like the usual series A. Like I [22:57] I don't I don't get it. I'm out." Right? [22:59] But is that why we don't have an [23:02] American Mondragon in the modern era? [23:04] You know, like that like why is there no [23:07] Why aren't there as many like, you know, [23:09] Mondragon style counterparts to the [23:13] monolithic traditional founder-led [23:16] companies? Because the I've heard people [23:18] pitch this as like America would be [23:19] better if we had more co-op network to [23:22] like Mondragon style entities. And And [23:26] And And my initial pushback has always [23:28] been like, well, it's a free country. [23:29] Like I don't I don't know that that's [23:31] illegal. I think it's legal. I think you [23:33] could just go do it if you wanted to. [23:34] So, is it that people don't want to or [23:36] is it that like Jeff Bezos is secretly [23:38] out there like killing people who want [23:39] to try to start the Mondragon of Amazon [23:42] and like compete with them? Like what's [23:43] going on? It's a That's a really good [23:45] question. And like so for example, so [23:46] credit unions. Credit unions are the [23:48] closest thing we have in the US that [23:49] serves like I think it's like 40% of [23:51] American households have an account at a [23:52] credit union. So, they're pretty big. [23:53] They're all not, you know, they're [23:54] not-for-profit member-owned financial [23:56] institutions. And the fact that they [23:57] exist holds big banks accountable in [23:59] really interesting ways. So, that's like [24:01] maybe the closest. The The point that I [24:03] was trying to make in this book is not [24:05] so much that we need to copy Mondragon [24:06] or any particular company, but rather [24:09] collectively these are called [24:11] alternative structures control something [24:13] like 5% of world GDP. [24:15] >> Yeah. [24:16] So, I don't want to convince anybody to [24:17] do anything. But for founders that want [24:20] to attempt something like this, most of [24:22] them have never been given the [24:23] permission to even try. Like if you talk [24:25] to most lawyers, bankers, like and you [24:27] just say, "I'm thinking about doing [24:29] this." They're always like, "Oh, honey, [24:30] that's so sweet that you're concerned [24:32] about mission." [24:32] >> a lawyer C corp with a safe note? Why [24:34] don't you worry about getting your first [24:36] customer? Yeah. Yeah, exactly. Just go [24:38] focus on the selling stuff. But one of [24:39] the most important ideas in the book is [24:41] this principle I call it's always too [24:42] early until it's too late. [24:44] >> Mhm. [24:45] So, what happens is you talk to all [24:46] these advisors and like, "Oh, it's too [24:48] early." Oh, they're so condescending [24:49] about it, too. Like, "Don't worry about [24:50] that. Just get And then one day I've [24:52] actually been in the room with the CEO [24:53] like talking to their CFO and bankers [24:55] and GC and everybody there and being [24:56] like, "Hey, whatever to that like [24:57] mission protective provision thing that [24:59] Eric was talking about? Did we ever get [25:01] around to doing that?" And they're like, [25:02] "Oh, you were serious about that?" [25:05] Yeah, I told you to do it. You said it [25:06] was too early. I got yeah, now it's too [25:08] late. Uh, it's too late. When was it the [25:10] right time? [25:11] That's wild. Yeah, you should have said [25:12] something, man. Like I did say so. I [25:15] just feel like that has become [25:17] the way that this is done and it's why [25:18] so many founders lose control. Mhm. [25:21] Japanese Keiretsus. [25:23] Alternative? Do they fit in the category [25:25] of alternative structures? Are they [25:26] good? Are they bad? Like I only know [25:28] about them from the very highest level. [25:31] Tell me I I imagine you've interrogated [25:33] them more. Uh, are do they fit it? And [25:36] and is Big Tech emerging into Keiretsu? [25:38] Like Google owns Anthropic and SpaceX [25:41] and and Microsoft owns Open AI. Like [25:43] we're sort of maybe walking our Yeah, [25:46] we're maybe walking our way into a [25:48] Keiretsu. I don't know. Uh, but [25:50] >> Let's see. Let's see after the financial [25:51] engineering recedes. Yeah, yeah, yeah. [25:53] Who owns who owns who owns who? Yeah. [25:55] >> [laughter] [25:55] >> The accounts while I feel like [25:57] Yeah, I I got into the I originally got [25:59] into all this from studying Toyota. Do [26:01] you remember lean startup comes from [26:02] lean manufacture. Yep. And it's really [26:04] funny. I can remember when I first was [26:06] going around just like when we met 2012, [26:08] talking about lean startup. People would [26:10] sometimes be like, "Hey, you're telling [26:11] us to create the next Toyota, but you're [26:13] also taking up telling us to build a [26:14] venture back company and take it [26:15] public?" Yeah. Like WTF? Like I thought [26:18] the public markets are super short term, [26:19] but if you read any books about Toyota, [26:20] they're super long term. So I actually [26:22] like spent a lot of time on that [26:23] question of like have we just [26:24] grandfathered Toyota into the modern [26:26] economy, but even when I was in Japan, I [26:28] remember people talking to me about we [26:29] don't even create them anymore. Yeah. [26:31] Like we we have these legacy companies [26:33] that have this really unique cool [26:34] structure Mhm. uh, that are kind of a [26:36] hybrid of public and family run. Like [26:38] it's a little bit in between both. [26:39] I think [26:41] if you look at the data, [26:42] these structures only work if the [26:44] company in question has a really strong [26:46] ethos to accomplish something other than [26:48] making money. Mhm. That really is like [26:50] that's what you see like what's that's [26:51] what unites everybody from like these [26:53] like really progressive companies we've [26:54] been talking about to Elon to everybody. [26:56] If you have a larger vision [26:58] that is long-term in nature that is like [27:01] trying to to whether whether something [27:03] really lofty like I want to fix climate [27:05] change or I want to go multi-planetary [27:06] or something really simple like I just [27:07] want to create high-quality products. [27:10] No matter what it is, [27:11] if you have that vision, you are a [27:13] business revolutionary whether you know [27:15] it or not, whether you admit it or not [27:16] because the economic system we have has [27:18] been designed to destroy these companies [27:20] to to suck the marrow out of them cuz [27:22] they're too weak to stand up for [27:24] themselves. So, if you look at the [27:25] historical examples whether you're [27:26] talking about Mondragon or the Keiretsu [27:28] or all these different structures like [27:30] they're only good if the thing they're [27:31] protecting is good. [27:33] So, the question for me is like as [27:35] founders, as investors, as leaders, as [27:37] board members, like how can we create [27:39] more and more and more of these [27:40] companies that have a real long-term [27:42] mission that are what I call [27:43] mission-driven, not just like [27:44] mission-hopeful. [27:46] And when you do that, you see this like [27:48] really counterintuitive economic [27:50] benefits that you get. So, it's like you [27:52] also get moral and and ethical benefits [27:53] too, you know, like but that's not even [27:56] really the reason to do it. You can do [27:57] it just on the basis of that economic [27:59] argument alone. Do you think that AI [28:02] will force companies where it was [28:05] otherwise maybe too late to maybe over [28:08] time, you know, sort of massively [28:11] sort of rework any of any of their [28:13] corporate structures? I mean, the [28:14] example I'm thinking of [28:16] that is notable recently is Samsung had [28:19] 48,000 workers basically say like give [28:22] us a much greater share of, you know, [28:25] AI-driven profits or we're not going to [28:28] work anymore and started a, you know, [28:31] pretty big negotiation. I could see over [28:35] time that happening at at more [28:37] companies, specifically [28:39] um ones that are, you know, [28:43] you know, facing uh [28:45] disruption due to due to artificial [28:47] intelligence. [28:49] Yeah, there's two things I think that [28:50] that are are pushing in that direction. [28:52] The first is the data on employee [28:54] ownership creating commercial advantage [28:56] is actually really strong. So, I didn't [28:58] know this I I was always a big everyone [29:00] in Silicon Valley like we're into [29:01] employee ownership, but I didn't know it [29:03] was like an ideological thing. I thought [29:04] it was just good good practice. But [29:06] actually we have really good data. There [29:07] was a big meta study of like 55,000 [29:09] companies with various levels of [29:12] employee ownership and they found that [29:13] employee ownership exhibits dose [29:15] response. Like 10% ownership is better [29:17] than zero, 50% is better than 10, 100% [29:19] is better than 50. Not just in terms of [29:21] employee welfare, but in terms of [29:22] commercial success of the company, [29:24] revenue growth, stuff like that. [29:25] The second thing is I really think [29:28] AI is going to make collective action [29:31] problems like very different, very [29:33] different than it was before. So, for [29:35] example, an alternative production [29:36] system piece of wisdom was that if [29:38] you're doing a lean transformation, [29:39] taking cost out of a business, it's not [29:41] ethical nor is it effective to ask the [29:43] workers themselves to contribute to [29:45] their own firing. [29:47] Like nobody wants that. So, so they're [29:49] going to sabotage the effort, but also [29:51] it's just not right. You're that's just [29:52] fundamental right. You should take the [29:53] savings you're getting from whatever the [29:55] thing is and use it to grow the [29:57] business. Like if the all these CEOs who [29:59] are like they're getting a hard-on for [30:00] laying people off using AI, like if they [30:03] were serious about how powerful they [30:04] think AI is, they'd be trying to use it [30:06] to gain competitive advantage. Like I I [30:07] call BS on that whole thing. So, I think [30:10] you're going to see a lot of a lot of [30:11] companies who who actually sincerely [30:13] believe in this possibility realize that [30:14] we have to enlist our employees in it. [30:16] This is existential for our business. [30:18] We're going out of business if we don't [30:20] do it. We need to be allies with labor [30:22] to get it done together. I think that [30:23] alliance is going to be far more [30:25] powerful than what we currently teach [30:27] the way we teach leadership today, which [30:28] is this very zero-sum game thing. Well, [30:31] what was cultural the primacy is really [30:32] the idea that companies should treat [30:35] their employees and their customers like [30:36] a resource to be mined. One of my [30:39] favorite quotes in the book is, if [30:41] you'll indulge me, there's a Wall Street [30:42] analyst who was criticizing Costco. [30:45] He said something like, "Costco takes [30:47] money that rightfully belongs to [30:49] shareholders and instead invests it in [30:51] improving the customer experience." [30:53] >> [laughter] [30:53] >> Like, that's supposed to be a criticism. [30:55] Like, [30:56] "Yeah, but what are we doing here?" [30:57] >> [cough] [30:58] >> That's how you get $1.50 hot dog. [30:59] >> My favorite my favorite bit in here from [31:01] Costco is I I'd heard this quote before. [31:04] I thought it was just a meme, but from [31:07] Costco CEO Jim is it Sinegal? Sinegal. [31:10] Sinegal, yeah. Sinegal. If you if you [31:12] raise the effing hot dog price, I will [31:14] kill you. Figure it out to then CEO [31:18] Craig Jelinek in in 2008. I always I [31:21] seen that quote before. I thought it was [31:22] just a joke, but I guess he actually [31:24] said it, which is remarkable. [31:25] >> Oh, he actually said it and in fact he [31:26] said that and another quote, which is he [31:28] said that if if Costco raised the price [31:31] of a of a dollar bottle of ketchup by 3 [31:33] cents, [31:34] they would sell the exact same number of [31:36] ketchup, right? Like, no one would [31:37] notice. [31:37] >> Yeah. They did that across the whole [31:39] store, 3% across the board raising [31:41] prices, they would increase their net [31:43] income by 50% and not lose any sales. [31:47] Yeah. [31:47] So, why don't they? He says, "It's like [31:49] the business equivalent of taking [31:51] heroin." Mhm. You do it once and then [31:54] you got to do it again and again and [31:55] again. Next thing you know, you're not [31:56] the low price leader. Low price leaders [31:58] are the are the easy way. Now, that [31:59] quote and the hot dog quote are the [32:01] source. [32:02] >> Yeah. They are memes online and I was [32:03] like so worried that I was going to [32:05] quote him incorrectly that I actually [32:06] contacted Costco PR and they put me on [32:08] the phone with him. They were so nice to [32:10] them. They put me on the phone with him. [32:11] I was like, "Is it Did Is this really [32:12] true? Did this really happen?" He [32:13] confirmed it to me. [32:15] >> He confirmed it to me personally. So, [32:16] yeah, I think this like very distinctive [32:19] countercultural way that they have run [32:21] that company now for 40 years. The $1.50 [32:23] hot dog and everything. Like, what's [32:25] interesting to me is [32:27] when I tell people that story about the [32:29] hot dog, [32:30] nobody ever says like, "How come the COO [32:32] was trying to raise the price?" [32:34] Cuz of course he was. Like, we've all [32:36] been trained that that's You can you if [32:38] you can get away with screwing people [32:39] over, you always do it no matter what. [32:41] You raise margins, margins are a source [32:42] of strength. But Costco is [32:44] I think built on a very different [32:45] philosophy, which is that margins can be [32:47] a source of weakness. Jeff Bezos [32:48] understood it. He used to always say, [32:50] "Your margin is my opportunity." [32:52] So, when you are too you're making too [32:54] much money, when you are being too [32:56] extractive, you're actually harming your [32:58] competitive position in the long run. [32:59] And the fact that we're consistently [33:00] incentivizing that all across our [33:02] economy is I think a bit of a travesty. [33:04] Uh [33:05] there was a recent story [33:07] Everlane was acquired by Shein. [33:09] Everlane, you know, darling of Silicon [33:12] Valley, you know, raised a bunch of [33:13] venture, very strong mission, ultimately [33:17] to get swallowed up by the beast that it [33:20] sought to displace. Uh Michael, [33:24] uh the founder, is a buddy of mine. I He [33:27] seems very fired up. There was a leak [33:29] earlier today that he's working on [33:31] something new in apparel. How would What [33:34] What is your What is your kind of [33:35] general advice to [33:38] somebody that wants a mission a a [33:41] company to have mission primacy? Like [33:43] what is what is kind of the [33:46] There's no Stripe Atlas equivalent [33:48] today. You can't just go press a button [33:50] and make one of these. But how does [33:52] somebody get started? [33:54] I'm working on it. I'm working on it, [33:55] obviously. Yeah. The book The book has a [33:57] QR code actually has a really detailed [33:59] implementation guide. And we have like [34:00] an incorruptible term sheet, all kinds [34:02] of doc like legal docs, the whole thing [34:03] if you want to for those that want to do [34:05] that. [34:06] But but for for your friend and for so [34:08] many people who've been through this, [34:10] I've personally counseled I can't tell [34:12] you how many mission-driven founders who [34:13] get betrayed. [34:15] The company gets destroyed. They get [34:17] ousted, whatever. And then you talk to [34:19] them afterwards. I I just had this [34:20] conversation with Whole Foods' John [34:21] Mackey. [34:22] I I tell a bunch of stories in the book [34:24] of people who've been through this. And [34:26] you ask them about it and they really [34:28] take it personally. [34:30] They're like, "I failed. This happened [34:31] to me. I should have tried I didn't [34:32] trust the right people. I told I told a [34:34] story in the book of a founder who who [34:35] on their deathbed was like, I just [34:37] didn't trust the right people, I put the [34:38] wrong people on my board. We personalize [34:40] it, which means we keep the structural [34:43] causes invisible. We don't see how it's [34:46] not personal. This is a force that is [34:49] dragging us down. So, I tell the story [34:51] even of a really close friend of mine, [34:52] great entrepreneur who was just [34:54] tragically ousted by his employees onto [34:56] a new mission-driven company. I remember [34:57] asking him, "Dude, on the new company, [35:00] what are you doing differently by way of [35:01] governance?" [35:03] And he was like, "Like what?" [35:05] It didn't even occur to him that there [35:06] was like any possible any possibility [35:09] that the new company could have a [35:10] different outcome. So, for your friend, [35:12] there's two things we got to do, okay? [35:13] Just two. [35:14] One is what I call the path of ethos. We [35:16] have to build the company operationally [35:18] to stand for something. The great Sol [35:20] Price, the father of modern retail, the [35:22] the progenitor behind Costco, he called [35:24] it being a fiduciary to the customer. [35:27] Who would you rather die than betray? [35:29] Write it down. Make that the operating [35:31] system of the company in its management [35:33] structure, in its business model, in its [35:35] culture. The second thing we have to do [35:37] is what I call the path of integrity. We [35:39] have to create companies that are [35:40] capable of making and keeping promises. [35:43] Like that have structural integrity, so [35:45] they don't give in to inner temptation, [35:46] they cannot be bullied from the outside. [35:48] You try to buy them, they can say FU. If [35:50] you try to incentivize them to do some [35:52] bad things, they have the structural [35:54] strength to resist. And that's where [35:56] things like PPC, board mission pledge, [35:58] the long-term benefit trust, like that's [35:59] where many of the kind of so-called [36:01] governance structural best practices [36:03] that we currently are taught have to go [36:04] by the wayside. When you have that [36:06] special formula of ethos plus integrity, [36:09] you have a company that is, wait for it, [36:12] incorruptible. [36:14] >> [laughter] [36:16] >> I have to tell you this. [36:19] Thank you. [36:22] I was [36:23] I was talking to a founder yesterday, I [36:24] was giving them advice, and uh they're [36:27] with a with an idea that a lot of people [36:29] have raised venture to do in the same [36:31] way Bezos talks about your margin is is [36:34] is [36:35] uh my opportunity. I was telling this [36:37] founder like your competitors raising [36:39] venture is your opportunity because [36:42] they're going to have to do a bunch of [36:43] things that aren't really aligned to [36:46] what would make the product great for [36:48] customers or what would make the the [36:49] product that you really want. And what I [36:52] like about this approach is setting [36:54] things up in a way [36:55] that uh a lot of the problems that [36:57] you're talking about are problems where [36:58] you have other shareholders and there's [37:00] other people that have a stake in what [37:02] you're doing and that's most businesses [37:04] will end up that way over time. But if [37:06] you can find a way to create a corporate [37:08] structure that mimics the found the the [37:11] insane mission-driven founder and allow [37:13] that that that uh you know the the [37:16] entity to maintain that even after the [37:18] founder is gone, this sort of permanent [37:20] structure, I think it would be [37:22] incredibly powerful. So, thank you for [37:24] coming on. [37:24] >> Yeah. Uh thank you. Thank you for saying [37:26] that. I will say, you know, obviously [37:27] you've heard I believe in feedback. I [37:29] really like it. It's kind of my thing. [37:30] Anyway, so I had a lot of people test [37:32] read the book, you know, maybe 600 [37:33] people generated something like 10,000 [37:35] comments. So like I really I I eat my [37:37] own dog food, you know. [37:37] >> Yeah, that's right. And the thing I'm [37:39] the most proud of of that set of people [37:42] is I'm I think we're up to five or six [37:43] of them now. You know, it's like we're [37:45] coming up on 1% of the people who read [37:46] the book so far have reached out to me [37:48] to say that they had a new business idea [37:50] >> Mhm. that they wouldn't even considered [37:51] before. Mhm. Because they were able to [37:53] use this framework to see new [37:55] opportunities to make a profit that they [37:57] they just were blind to before. And a [37:58] bunch of them have that just the thing [37:59] you were talking about a second ago like [38:01] that there's some category where [38:04] everybody hates all the vendors. Mhm. [38:06] Cuz they're all like they're all [38:08] you know, they're all [38:09] extractive. You know, [38:10] they're like what if we had a category [38:12] what if we had a company that category [38:13] that competed by being trustworthy to [38:14] companies? You're seeing that obviously [38:16] in AI, but you're seeing that in so many [38:17] categories where it's like, oh, [38:19] that's actually very simple to make a [38:20] business like that if you take this idea [38:22] seriously from the beginning. So, [38:24] anyway, very excited to be here on [38:25] Launch Day with you guys. What else What [38:26] else can you do but TVM to get the word [38:28] out about? Congratulations. Super super [38:30] super exciting. And that's to you, too. [38:32] Hopefully we can talk soon. We'll see [38:34] you. Goodbye.