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Cake day: July 2nd, 2023

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  • The case "eBay Domestic Holdings, Inc. v. Craig Newmark, et al." in Delaware’s Court of Chancery does not support the assertion at all. What the two corporate officers did wrong was to dilute a minority stakeholder’s shares for an impermissible reason under Delaware law. One permissible reason to justify such dilution would be if the change was “reasonable to promote shareholder value” (page 49). The two officers could not prove that their actions were reasonable, nor could they prove any other permissible reason, so they lost the case.

    At bottom, the major question in that case was whether the corporate officers can conspire with the majority stakeholders to harm a minority stakeholder. It was about two corporate officers that were acting out of self preservation (page 59):

    Jim and Craig simply disliked the possibility that he Grim Reaper someday will catch up with them and that a company like eBay might, in the future, purchase a controlling interest in craigslist.

    The minor question (whether shareholder value would be promoted) could have been answered in the affirmative and those two would still have lost the case, because Delaware law also doesn’t allow harming a stakeholder, violating their fiduciary duty to eBay in this case (page 61):

    If Jim and Craig were the only stockholders affected by their decisions, then there would be no one to object. eBay, however, holds a significant stake in craigslist, and Jim and Craig’s actions affect others besides themselves.

    The court only looked at the minor question to appeal-proof the ruling, because the two corporate officers had tried to match their argument to an earlier DE Supreme Court ruling.

    For the purposes of my point in this discussion, the distinction doesn’t matter.

    I disagree. Drawing the correct conclusion from the wrong cause is pure sophistry (ie “arbitrary, inauthentic, or deceptive styles of reasoning” -Wikipedia). It is intellectually dishonest to state a conclusion but then decline to support your basis, dismiss your own basis as irrelevant, and then circularly assert that the conclusion stands on its own.


  • I can agree that corporations are immoral, but no one has ever offered a citation for “legally required to maximize profit”. Many corporations have failed in spectacular fashion and yet where are the lawsuits or criminal prosecutions for leaders that fail this supposed obligation?

    What does exist is the fiduciary duty to be frank with shareholders, and many corporate officers have been sued for lying by omission. I believe that a corporate officer can choose to prioritize something else besides profit/value, so long as they inform the shareholders. In turn, the shareholders can fire the officer and replace them.

    It’s no surprise that most officers won’t stick out their neck for non-financial causes, but let’s be honest if it’s simply self preservation rather than some oft-cited but wrong assertion of the law.




  • The CS job market is very location specific, so I don’t have much advice in that regard.

    I’ve got quite a bit of experience with Linux and I manage a home server, but that probably doesn’t differentiate me much.

    That said, I have been on my company’s rotating interview panel for about a decade now, and while my company’s line of work involves a lot of Linux development, I can say that most of our college hires do not possess very much Linux background at all. Sure, they might have used Linux machines for school projects, but rarely do any of them assert to be “experienced” with Linux.

    By that, I mean deeper knowledge than just using Bash. If a candidate can tell me why they prefer csh over Bash, or any syntax difference between POSIX sh compared to Bash, that is definitely a distinguishing quality. It speaks of an operator who has enough usage under their belt that they’re annoyed by the typical distro’s defaults, and more importantly, assessed the available tools, and picked the right tool that works for them.

    I cannot understate how valuable it is to us to find a candidate that understands their tooling, especially right out of college. Considering that we assume most new hires have to be brought up to speed over the first few months, a candidate that saves us that effort is at least one rank above their peers.

    Deeper functional knowledge comes in other forms as well. It’s one thing to know how a C program’s main() function is invoked by an OS, but anything which shows a fuller understanding of, say, system architecture and how a timer interrupt leads to a context switch in an assembly ISR, to a returned service call to load an ELF, to a CPU privilege ring change, to crt0, to main(), that is another level entirely.

    I’ve interviewed candidates that had side projects involving retro game disassembly. So maybe they couldn’t give me the above level of detail for x86, they could describe the same for MIPS. And that’s good enough, because most architectures do roughly the same thing, with a few different semantics and names.

    Circling back to managing a server, if you had to deal with PAM, NAT and port forwarding, tunnels and VPNs, compiling from source, or abything like that which is non-trivial, do not sell yourself short. All that stuff is resume material, because if you can relay to an interviewer that you’ve dealt with real network or machine security tasks, it is distinguishing.

    The best part is that you have all of college to learn the CS curriculum, but it’s also time that you have to pursue any particular focus that excites you. I’ve written earlier about how embedded engineers don’t really get caught in the hype cycle, so jobs don’t suddenly appear then disappear a few years later. If you wanted to do that route, getting started with any microcontroller (eg Arduino, STM32) would help, with a goal to understand all the “magic” that the IDE and compiler are doing. Maybe instead you like das blinkenlights and find yourself drawn to hardware design. It wouldn’t be too late to consider a switch to the Computer Engineer (CE) major, so you have a small taste of the EE life.

    CS as a field is so large that there are many routes between “I want to work with computers” to a declared major and to a career thereafter. Fortunately, time is on your side; this would be a very different conversation if you were a 4th year college student.



  • Suspicious Activity Reports (SARs) in the USA are made to track both potential tax evasion and money laundering. This is where the $10k cash “limit” comes from, but SARs can/should be filed for higher amount that create suspicion.

    Someone depositing a check for multiple times their lifetime transactions total would absolutely create suspicion on themselves, especially if it was a personal check. But if it were a business check from “ABC Mortgage Escrow”, that’s probably legit but a bank clerk is well within their rights to flag it. Flagging just means the money laundering team would investigate the source, determine that it doesn’t have other red flags, and quietly move on.