Monday, August 01, 2011

August 1, 2011

Getting up on time is a bitch.  Another day where I set my alarm for 7:30 am and I wake up at 10:30 am.  Non-lawyer life is very different.  My body is going to get used to sleep and it is going to be bad news.

Today was a bit of a mixed bag.  I ended up working from home today because I was up at 10:30 and had a 6:30 meeting.  Yes, this is ridiculous, but considering that my commute would take about an hour total and I had to get ready and everything, that would only leave me about 5 hours of solid work time with an hour of travel, a half hour getting ready and not getting a workout in.  The workout is important because I got a 3 day pass to a local gym and figure I should get the most out of it.

First thing I did today was sign up for Rackspace.  We officially have a web server!

Second thing I did was re-draft our entire LLC Agreement for the company.  After a nice conversation with Niya last night about the tax implications of structuring the LLC to give me 80% of the company while only contribution 33% of the capital, she explained that my concept of an LLC membership interest operating like a normal corporation equity share was the wrong way to go.  Instead, LLC's have capital accounts for each of their members, so as long as all future profits and losses are allocated 80% to me, I don't incur tax income upon incorporation and capital contribution.  This is all very boring, but it was critical to getting the company structured correctly.  I spent the morning stripping out all of the portions of the agreement referring to "Units" and replacing it with the capital account and profit allocation construct instead.  I think this works much better.  I didn't proofread because I am sick as balls of proofreading legal documents, but I can clean it up later.

I also spent an hour or two talking to my good buddy Mark who is a coder that has offered to construct our web back-end.  The original plan was for him to come up for a 4 day weekend and we would commence a crazy hack-a-thon.  About halfway through the day he mentioned that if there was ever a time for me to make him an offer, I should do it because he was getting fed up with his job.  He was considering going to another company, so I offered him a month in NYC, paid with accommodations, to come work for Villager for a month to code and fix the entire back-end up so it would be flawless and fully operational.  It's very exciting.

I also spent another hour or two re-editing and constructing the web copy for the website.  There's a lot to be populated, so I had to take some time to re-polish.  I have been writing quite a few blogposts for the company, so some of my language and key words have changed.  Just wanted to get it consistent because messaging will be very important here.

Finally, I met with Jill Ackerman, who is the head of the 12th Street Block Association.  I heard of Jill when I was talking to the owner of Continuum Cycles, when a young school teacher came by and mentioned that she was just a spectacular leader and amazing at organizing folks in the area.  He gave me her email address and I put in a message to her.  We didn't quite get off on the right foot.  She pushed me away during the first email exchange and during the second email exchange immediately attacked what I was doing as potentially detrimental to the neighborhood.  We swapped 4 or 5 emails where I patiently but flatly explained that she misunderstood the business model, after which she slowly began to come around and agreed to meet.   It was a little hostile for a bit, but once I explained what we were doing and conceded that she probably didn't want to meet, her curiosity was finally piqued.  Go Figure.

We met at Cafe Pick Me Up on the corner of Avenue A and 9th.  She was probably in her mid-40's, a pleasant looking woman.  We exchanged pleasantries for a lot of the conversation -- she narrated many of the events that swallowed up Alphabet City in the 90's and past ten years, talked about changes in the neighborhood and then we got to the meat of her activism and concerns with the neighborhood:  bars bars bars.

In her particular block of the East Village, there are about 19 bars within a 500 foot radius.  Although this seems sorta like a fun thing and good for the community (maybe), it turns out that there are other effects.  The main concern for her is that her community was now a destination for night life but that there were no sustainable daytime businesses.  The groceries disappeared, normal services were no longer available and the daytime businesses that were open could not sustain themselves because no one comes into the area during the day.  She further went onto explain the crazy liquor license situation in NY.  Liquor licenses cost like 200-300K to acquire.  When a bar or restaurant is sold, one of the most important assets to be sold is the liquor license for the business, which can be provisionally transferred to the next owner for 6 months, after which it can be renewed.  What this means is that any business that has a liquor license stands to lose hundreds of thousands of dollars if they can't get paid for the license -- much like a security deposit.  Thus the landlords and the business owners stand to lose a lot of money if they close down their bar and like, a hair salon moves in, because they aren't able to sell the liquor license and get their money back.  As a result, it seems almost like whenever a new location obtains a liquor license, it will be nearly impossible for any other business to take over the space except a restaurant or bar that wants the license.

Pretty fascinating stuff.

Okay, off tonight to go to dollar oyster night at Desnuda.  Hopefully I can con the bartender / owner into talking to me about their financials. 

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