So Nokia, what now?

With the dust starting to settle and the Proxy documents becoming available the situation with Nokia starts to look a little clearer.

Public opinion in Finland is starting to turn against the deal.  Elop's massive bonus and the board's evasive and inaccurate statements have been massive PR own-goals.

If I had the money and the contacts I would start immediately to do something about it.

Nokia's 'market cap' has jumped back up to about $20B so a hostile takeover is going to require up to $15B but I still think it can be done.

If it were orchestrated in concert with a shareholder revolt it might need to gain substantially less than the 56% of the voting stock needed to guarantee victory.  By promising to dilute the stock by 67% after a successful takeover I could keep the share price from escalating too substantially and force the big US funds that are backing Microsoft to take a painful bath on their investments.

I understand that between them they controlled about 15% of the stock when they parachuted Elop into the board.  That's an investment of $8.5B which is currently worth less than $3.5B.  That's clearly a long term strategy that is predicated on Microsoft successfully acquiring Nokia's phone business and on the rump of Nokia being worth something when they cash out.  If Microsoft get nothing and I can drop Nokia's share price down to $2 in the process that investment might be worth barely $1B.  They'd get it all back eventually but they'll be suffering in the meantime with $7B of capital locked up where they can't touch it.

What would I do with Nokia once I was in control?

Well sacking the board would be an obvious first start.

I've talked at length here about how I would restructure the company but I think over time I would break it up into a number of smaller companies.   A swarm of interconnected and interdependent companies each run by partners with a stake in their individual company.  I might consider using that mechanism to bring ex-Nokia employees back into the fold.  Jolla, QT and Vertu would be excellent examples of potential partners in a resurgent Nokia ecosystem.

I think I've explained how I would prefer to incentivise staff elsewhere but with Nokia I've run some mathematical models in my head.  Without real numbers about remuneration inside Nokia its hard to be precise but I think a minimum salary of €30k would be a step up for the average employee and a maximum of about €80k would be a substantial step down for the best paid executives.

I would start by introducing six pay bands rising in €10k steps from the minimum to the maximum. Everyone would get a pay rise except those that were already earning more than the maximum who would be getting a pay cut.  The savings at the top would easily pay for the increased costs further down the totem pole.  I imagine we might lose quite a few of those taking a pay cut and I would be able to sincerely wish them well where ever the ended up.

Over the first year I would slowly introduce a Reputation system that determined an employees pay grade.  Employees would rate each other and those ratings would determine an employees salary.  The bottom half of the company would be paid the minimum, the next quarter would be one grade higher and so forth and so on.

Staff employing essential skills that they had invested time, effort and personal capital in would be remunerated for those skills as if they were Capital.  The company would purchase the use of that skill with a Bond that paid a pro-rata dividend that reflected the market price of that skill.

Obviously all of the above is open to substantial revision depending on actual circumstances.

As to products Nokia might well be in a bad way.  There almost certainly exists a contractual obligation to continue using WP as the primary OS for at least 18 months but I don't think that is a substantial hurdle.

I have been thinking a lot about brand image, for both Apple and Nokia, quite a lot lately.  It seems to me that a great many people already have substantial amounts of these company's hardware products lying around gathering dust.

They are popular brands because they are good products.  I think Apple's walled garden approach is not doing them any favours in the long term, as all monopolist activities naturally must, and that there is a better way.

I think by cultivating an 'open hardware' paradigm a great deal could be gained.  By openly permitting and assisting the modifying and upgrading of obsolete hardware by the customer community one would not only gain goodwill but substantial free advertising.  If a ten year old handset can be seen still working and performing some interesting and valuable function the brand can only gain from that.

This could easily be extended right into current handsets.  One could offer handsets for sale with WP pre-installed, as contractually stipulated, but offer easily installed, fully warranted, free images of other operating systems to customers that wanted them. Meego, Sailfish, Firefox, Tizen and Android could all be made available at little or no cost.  One could document and open up all the hardware to allow enthusiasts to easily modify their own handsets, at their own risk, and thus become the preferred hardware platform of the enthusiast community. By giving the customer the freedom to make the device their own they make the brand their own.

And then there is the patent portfolio.  Here I don't really know.  What Nokia still has and what obligations they are irrevocably embroiled in is unclear.  What I would like to do is create some sort of open-source patent licence that created a community of innovators who shared ideas and technology and competed on implementation.  The faster innovation occurs the better it is for everyone.

The idea that an innovator is best served by excluding others from the market so that he might extract the maximum amount of profit from that market for the longest possible period is wrong-headed on the face of it. Real wealth is created by driving costs down, to drive prices down, to enlarge the size of the potential market.

All I need is a white knight with access to the right contacts or capital.  Or both.

Liberate Nokia - Ain't that a bit ambitious?

I've just published this as a curiosity for the time being.  Things have changed this morning.  I may delete it, alter it or put up some sort of follow-up later.

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The thing is that as a species every wasted man-hour of effort represents a measurable number of unnecessary untimely deaths.

In prehistory that represented starvation and exposure.  To some extent things are not so bad now but in vast tracts of the world people still die from hunger and disease every few seconds.  And for the want of what?

A few dollars for clean running water, proper sanitation or effective mosquito nets?

How much of these things are available in the third world is directly proportional to the size of the global economy.

The most effective thing we can do to improve the situation is to work together to make that global economy bigger as quickly and efficiently as possible.

So we should dream big.  Really, really big.

What I think I have here is an idea that will transform the world economy.  My real aim is to quadruple the size of the global economy over the next fifteen years.  So I have no intention of wasting any time mucking about building things up from scratch.

When I realized that I didn't want to waste time I started casting about looking for a good opportunity to field test the idea and work out the kinks.  When Nokia sprang to mind I was amazed at just how good a fit it seemed to be to what I had in mind.

There is a certain amount of poetic justice to the idea of course.

If one assumes that the idea of a Hybrid Stock Company is sound then engineering a takeover of Nokia makes a gigantic amount of sense.

Any company that one applied the Hybrid Stock model to would immediately start to perform better and produce more profit but a company that is currently trading vastly below its potential, and historic track record, due to mismanagement, would have a much more dramatic and obvious rebound.  One with discontented Shareholders and whose Market Capitalization was substantially less than the value of its balance sheet ought to be an easy target.

If Tomi Ahonen is to be believed there is nothing bad about the idea of buying Nokia.  The only possible fly in the ointment is the complications of the stupid deal that assigned many of Nokia's best patents to a Canadian patent troll at the behest of Microsoft.  Even if those patents are lost I still think Nokia represents a valuable prize that possesses assets that are of value to just about every player in the mobile space.

Restructuring Nokia also would give me the opportunity to demonstrate other principles that I believe that are important in business and that are at the heart of the current patent wars.

Open source is one of the best methods of managing intellectual property to accelerate innovation we have yet developed as a species.  Closed paradigms are universally damaging to technological advancement.  To what degree that is true is variable ranging from disastrous to merely dreadful.  Greek fire anyone?

I don't think the present patent system makes any sense at all.  Even if the entire process is disclosed in the application any competitor would naturally lag behind the inventor in implementation by so long that the inventor should have little trouble achieving and maintaining a dominant market position.  The only thing the present system seems to achieve is to delay iterative improvements to the original design from other inventors and allow the patent holder to extract monopoly prices for longer than perfect liberty would entitle them to.

I am convinced that the patent system could be used in precisely the same way that the GPL uses the copyright system.  With a large enough pool of good enough patents it ought to be possible to force everyone to surrender their patent 'weapons' and to compete on merit.

As things stand Nokia represents a dreadful threat to the open-development model should the proprietary monopolists get their hands on its assets.  Similarly Nokia threatens the proprietary monopolists in the exact same way which is likely why it was chosen by Microsoft as its latest technology 'partner'.  Should it fail, which seems very likely at the moment the assets are likely to become a thorn in the side of open-development for decades.

Which all means higher prices and less innovation.

Progress requires that Nokia's assets be protected and used to defeat the patent monopolists.

Hybrid Stock Companies - What's this all about then?

The Hybrid Stock Company is a proposed alternative to the Joint Stock Company.  It is designed to actively compete with Joint Stock Companies for the $600 Trillion that is currently invested in the world's stock markets.  If it is, as much fitter than Joint Stock Companies, as I believe it to be, it will drive them to extinction.

The idea behind Hybrid Stock Companies is an examination of what really makes a Company tick and who really has a stake in its success.

Traditionally we see Companies as being split between two diametrically opposed interests.  The Workers and the Management.

This is not only a simplistic model but one that, I believe, does not even accurately represent the way modern Companies are organised.

In the old days the 'mill owner' was the guy that ran the show on a day to day basis.  He was the individual that supposedly exploited his workers for his own profit and twirled his moustache of an evening over a giant pile of gold coins.

Of course, as I have already discussed, modern Companies are not run by their owners.  They are run by mysterious Boards of Directors that are as often as not chosen by other Boards of Directors, that are chosen by other Boards of Directors, etcetera, etcetera, all the way down.

Becoming a Company Director involves joining an unofficial club whose membership requirements and procedures are completely mysterious.  It is a closed shop with admittance by invitation only.  Competence is not a requirement.  It is probably actively discouraged.

This group is parasitic.  It has no right to its position and it actively damages the health of any organisation it has attached itself to.

Traditionally we view the real owners of a Company as being its Shareholders.  This is right and proper, without the Stock invested by its Shareholders the Company would not exist.  Stock is excess income that an individual elects not to squander on frivolities but to invest in something that will make the lot of all mankind a little better.  Such wisdom and self-sacrifice should be applauded and rewarded with a share of the profits generate by that Stock.

But the Stock is not the only leg that a Company stands on and therefore should not be the only voice that should have a say in its running.

Obviously a Company cannot exist without the skill, dedication and experience of its employees.  Each employee is best placed to know more about his particular role in the Company and how it might be performed more efficiently than almost any other man in existence.

"It is naturally to be expected, therefore, that some one or other of those who are employed in each particular branch of labour should soon find out easier and readier methods of performing their own particular work, whenever the nature of it admits of such improvement.  A great part of the machines made use of in those manufactures in which labour is most subdivided, were originally the invention of common workmen, who, being each of them employed in some very simple operation, naturally turned their thoughts towards finding out easier and readier methods of performing it."

   Adam Smith - The Wealth of Nations


There is however a third, often invisible, group that companies owe their existence to.

Without an expectation that contracts will be honoured, without currency to exchange or without knowing that all your inventory won't be stolen overnight, it is very difficult to run any sort of business profitably.  The Rule of Law is the foundation that all trade is built upon.  Similarly without customers who trust you and are willing to trade their hard earned wealth for the product you supply no business can long exist.  A business exists solely because it benefits its customers. Not just individual customers but all of them as a group.  These are truisms that many companies lose sight of.  A business that thinks that it exists to maximize the profits of its shareholders has placed itself on the endangered species list.

An argument could be made that taxation and legislation give society as a whole a voice and a share of a company's profits but this assumes that government adequately represents the will of the people.  I think that is an assumption that the average man on the street would vehemently disagree with.

I propose therefore to give a voice and a share of the profits of a Hybrid Stock Company to society as a whole by forming a Charitable Foundation, probably governed as some sort of co-operative, that holds an equal share of the stock as the investors and the employees each hold.

The Foundation can be organised to provide benefits to society as a whole in such a way as that society wants and needs and to help govern the parent company the way its customers want it governed.

[Communities become Brands.]

One final element would be the Trustee.

Three groups would have equal say over the management of the company which ought to create a co-operative environment where the three groups operate symbiotically to create the greatest benefit for all.  Nonetheless there exists the possibility that these three groups may not initially be capable of co-operating effectively or may become unable to do so at various points in the future.  There also exists the possibility that the desires of two groups might align to the detriment of the other and of the overall intended aims of the Company.

Therefore the Hybrid Stock structure includes a Trustee to act as a mediator and arbiter. He holds 1% of the stock but instead of having a vote that stock has a veto and the power to wind up the entire company.  Thus the Trustee does not have any power to run the Company but he does have the power to prevent the Company going off the rails and to put an end to it if any governance problem becomes intractable.

This Hybrid Stock structure is encoded in the Company's constitution, the Memorandum of Incorporation in the UK, using carefully phrased 'Unalterable' Articles.  Once formed the Company's structure is set in stone and is safe from attack by external forces.

Joint Stock Companies - What's the problem?

The current state of the art in the organisation of human labour is the Joint Stock Company.  Almost every company in the world is organised along roughly the same lines.

Investors buy Shares and elect a Board of Directors to run the company.  That Board of Directors handles the day to day operations and hires employees as they see fit.

Unfortunately, Investors are that class of people who possess Stock but lack the knowledge to act as an Entrepreneur and use that Stock to improve Production and generate a profit.  They are therefore singularly unsuited to running a Company or to selecting those that can.

This has resulted in a situation where almost all Companies are managed by Boards of Directors chosen by people no more qualified to select that Board than a Raccoon is to orchestrate a Shuttle launch.

Election to a Board of Directors has become a popularity contest amongst a select group that are perceived as being members of an exclusive club who are qualified to be Directors.  There is naturally a great degree of Nepotism that has only been magnified by Institutional Investors allowing their Boards to control the Votes attached to the Shares they purchase on behalf of their Investors and/or customers.

It is a natural emergent property of such a system that control of vast amounts of human Capital has fallen under the sway of a very small number of incompetent people who control an ad-hoc Guild where membership entitles one to be elected to a Board of Directors and whose leadership is nebulous and vastly influential.

I don't necessarily believe that these are by any means bad people, they are just people doing the things that people do.  They give jobs to people that they know and trust, they pay themselves as much as they can get away with, they do as little as possible and overestimate their own competence.

One of the things they do is to avoid taking responsibility for their actions.  They do this by taking very few substantive individual decisions, always having a secret escape route and employing a vast panoply of minions to take the fall should the faeces strike the rotating blades.

These minions are cast very much in the mould of their masters and mirror their behaviour within the employment structure of the Company.  They employ vast numbers of their 'friends from Uni', they expend vast amounts of effort doing almost nothing whilst taking home a disproportionate percentage of the Company's pay packet and they fire their sub-ordinates when things go wrong.

This all results in Companies that are extremely top heavy.  They have vast numbers of redundant managers who are being paid North of 60% of the wages but who actually achieve very little other than to create substantial inertia that makes it difficult to innovate or react to a changing marketplace in a timely fashion.

When times are bad they react by downsizing the only employees that actually do anything productive within the Company and apportion the work out amongst the remainder.  This necessarily drives down the quality of the Companies employees whilst failing to achieve any substantial savings in wages.

To give two examples, since the financial crisis, RBS has shed 40% of its employees but has only cut its wages bill by 25%.  This means that everyone they sacked was earning substantially below the average wage for an RBS employee.  As these were all employees that directly did something useful, that the bank could not operate without, they cannot have gotten rid of any more than about half of them and still been able to function as a retail bank.  At a conservative estimate therefore, no more than 20% of RBS employees earn 50% of the wages.  It is entirely probable that targeted redundancies that focused on employees that were overpaid and under-employed might have turned those numbers on their heads.  They might have trimmed away 25% of the staff and saved 40% of the wages.

Similarly, since the ascension of Stephen Elop as CEO, Nokia has been compelled to shed 16% of its staff but has miraculously managed to only reduce its wages bill by approximately 4.5%.  I dare not speculate about what percentage of the useful employees that represents but it is clear that Nokia has a substantially worse problem with 'management-bloat' than even the RBS has.

What does all this mean?

Whilst Joint Stock Companies are mankind's most effective method of organising Production there is clearly much room for improvement.  Many of the world's Companies are bloated whales just waiting to be harpooned.  A smaller, more agile, more efficiently organised Company would be the proverbial cat amongst the pigeons.

I believe that cat to be the Hybrid Stock Company.

Placeholder

This is an earlier draft of what I was going to post to Groklaw.  PJ thought it was too long so I held it back and planned to rework it into a slicker form for this blog.

I'm not done with that and time has caught up with me so I'm posting this as a quick and dirty patch until I can fix that.


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I've just been watching Elon Musk again and am more convinced than ever that a bit of negative feedback from people that I trust is exactly what I need to progress.

Over the years I've become more and more frustrated with our impotence in fighting this 'war' with the entrenched vested interests of the content industry et al.

The fact of the matter is that all of our political systems are compromised by money. It shouldn't be that way but it is. Ideally we should just all wake up en-mass, change the rules and be done with it but we all know that is never going to happen.

So our other option is to beat them at their own game.

I know, I know, sounds ludicrous but hear me out. These guys, their MO is hanging on to outmoded business practices long after they have started to stink up the place. The business model of the monopolist has been demonstrably a losing bet since the days of Adam Smith. I think there is a better way to do business and not just in a moral and ethical way but in a more profitable way.

Economic activity is at its root one person serving others as efficiently as it is possible to do so. We all do what we do best and we trade with others to make the number of available man hours in the world stretch to the greatest possible amount of production.

All the waste and greed that we see in the traditional business model is achieving the exact opposite. These people are creating more profit in their particular ponds not by creating more wealth (increasing production) but by concentrating the existing wealth.

[You don't create wealth by maximising the amount you can extort from the market for the product that you produce. You do so by reducing the real cost of your product until your market is saturated and then you move your capital on to another product. Often reducing the real cost increases the size of the market so you never reach saturation and your profits just keep increasing the further you drive down the real cost of the product.]

A business that was not burdened by all this Executive greed and corruption would be much more profitable and here I begin to get to my point.

I think that a more efficiently structured business would be massively more profitable. So much so that it would be like pitting assault rifles against bows and arrows.

Don't get me wrong. I think that the current corporate paradigm is the greatest engine of economic production mankind has ever witnessed. I just think it is like Watt's first steam engine, vastly superior to what came before but not so good that we can dust of our hands, pat ourselves on the back and exclaim 'job-done!'

This is a story that has played out time and again in human history. The railways ate the canals for lunch, the airlines decimated the great shipping lines and Netflix destroyed Blockbuster. Sometimes the pre-existing business model puts up a stupid protectionist fight to hang on to its profits, sometimes it just disappears overnight without a trace and very, very occasional it adapts and comes out stronger than it was before.

So here is my point.

I think I have a very, very good idea for how to structure a business so that it will be immune to all the stupid corporate shenanigans that we are all so used to and that it will, indeed, make so much more profit than a traditional business that it will suck in all the oxygen so fast that the incumbents won't even have time to react before they become extinct.

Traditional companies are what Adam Smith would have called Joint Stock Companies so I am currently calling my structure a Hybrid Stock Company.

I've been working on it for a number of years but it is still mostly conceptual. It's based on a quirk of UK corporation law that I used a number of years ago to protect myself from a Sequestration that never happened in the end. (Long story, don't ask...)

At the time I was a good deal younger, more stupid, selfish, ignorant.. Feel free to fill in your own epithet.

What I wanted to create was a company that was bullet proof. It was mine, I had absolute control and no one could ever take it away from me. I think I succeeded pretty well actually. Which was of course exactly why it never went anywhere.

Who on Earth was ever going to share in my corporate vision of 'Me, me, me'?

The epiphany that I have subsequently had is that it is precisely that innate need to take control and to hang on to it for dear life that hampers humanity's ability to cooperate.

We all want to be in charge and therefore, as the late great Douglas Adams taught us, none of us should be permitted to be.

So I plan to take the legal structure I created and turn it on its head. Instead of ensuring that control stays in one place it will ensure that control never exists at all. By dividing control equally amongst multiple groups with competing interests and compelling them to cooperate to find the best outcome for all of them I hope to create a dynamic, agile and minimalist organization that is capable of transforming the world the way Watt, sanitation, running water, or Edison and Tesla did.

The way I see it there are three primary groups that have an interest in any particular company.

First and foremost, and I think the least recognized, is Us.

The whole of civil society is what permits companies to exist and is what they are intended to benefit. We create the Rule of Law without which none of this is possible, we enforce contracts, we are the market that purchases all these products and it is the improvement in all of our standards of living that all economic activity is intended to achieve. Traditionally governments extract rent for that legal infrastructure in the form of taxation. That system has broken down. Eric Schmidt is correct, Joint Stock Companies have a legally enforceable duty to maximise profitability at the expense of almost everything else and certainly at the expense of voluntarily paying more tax than is strictly necessary. I'm not proposing allowing government a voice in my corporate structure though, rather I am suggesting that a Charitable Foundation, similar to the Carnegie Trust or the Bill and Melinda Gates Foundation, should have a role in corporate governance and a share in the profits.

Secondly are the employees.

Lets face it, the lion's share of the effort invested in any company's economic output is invested by its workforce. Labour relations has been the central issue in the rise and fall of almost every major industry. Workers that are well treated and well rewarded are more productive. Workers are an invaluable source of innovative ideas for improving how a company manufactures its product and undertakes its business. Of course, workers that gain control of areas of the business they do not understand are liable to run the business into the ground. Unions were a major player in the collapse of the British car industry for example. Funnily enough I am convinced that the source of our present difficulty is the labour force running riot within our major companies. It's just a different segment of the work force this time around.

Thirdly we have the investors.

Investors supply the capital without which the company would not exist. They scrimped and saved so they could invest their excess income in enterprises that would improve the lot of all mankind. They are entitled to a reasonable profit on their Stock and a voice in how their capital is managed. They should not be entitled to total control of the enterprise. They are just not suited to running companies, they are not even qualified to select people that are. To quote Andrew Carnegie, who kept Carnegie Steel a private partnership right up to the point he sold it, making him the richest man in human history to that date, so that he could give the whole lot away;

'The ablest presidents are hampered by boards of directors and shareholders, who can know but little of the business.'

Investors have absolutely no business dictating how or by whom companies should be run. Investors that possess these skills should be encouraged to become entrepreneurs on their own account.

[My personal opinion is that this is the root cause of the current financial crisis. By devolving management of companies to poorly chosen employees, with almost total autonomy, investors created an environment that allowed inefficiency and corruption to explode unchecked in the upper echelons of all of our corporate entities. What I call 'management-bloat' is an emergent property of normal individual human frailties allowed to operate without intervention on an enormous scale. Without supervision Management just gradually pays itself more and more and does less and less and employs more and more of its friends form 'uni'. It becomes a bit like a tug of war competition, vast amounts of effort is expended but virtually nothing is actually achieved. Except perhaps finding ever more creative ways of concealing this from the shareholders. When this occurs in institutional investors it has a further emergent property of concentrating the control of vast amounts of our corporate infrastructure in the hands of a very small group of these employees, as voting rights become disassociated from the individual investors. Meet 'The Management', the new Unions. Hidden in plain sight, many times as powerful and ruining our economies much more effectively.

Obviously, confusing speculation with economic activity was what kicked it all off, but I think it was the vast amount of 'management-bloat' in our corporate institutions that made them vulnerable, they just didn't make enough profit to cope with a sudden down-turn.]

Investors deserve to have their voice and profits returned to them. Ironically by reducing their degree of control over the companies that they invest in.

Obviously I do intend to profit personally from my ideas and I don't necessarily trust myself to have created a perfect bullet-proof structure that will last for the rest of time. I'd also far rather be a Richard Branson than an Elon Musk, sorry Elon, if you ever read this, you're looking pretty tired and harried right now. I don't want to personally run all of the companies that I help create but I do want to be able to steer their course.

So my current plan is to set myself up as a Trustee whose job it is to mediate between the three control blocs and that possesses a big fat 'Nope' button and a kill-switch just in case things go off the rails. My thinking is that I would allocate the Trustee a Veto power, 1% of the stock and the power to wind the company up under certain circumstances.

Here's the thing though, I don't just want to talk about it or theorise on the internet. I want to implement it. Get it out there, see how it works and iterate, improve and experiment.

I also think it's reasonable to start big. It would be easy enough to structure a start-up using my model to use as a proof of concept but that is a long slow process that requires one to also have a good idea for a start-up. However I don't think that there is any reason not to be as ambitious as possible. It takes many years to build up a billion dollar enterprise, why not short-cut that process and restructure an existing business that is failing?

There are a great number of vulnerable multi-nationals whose investors might look kindly on any possibility of rescuing capital that is going down the tubes.

Even losing two thirds of your investment is better than losing all of it, particular if you have already suffered substantial losses that you have not yet realised and you are an investor looking for long term growth rather than speculating on short term fluctuations.

By partnering with long term investors, like pension funds, one might launch a hostile takeover that, by publicly promising to substantially dilute the stock, would actually drive the stock price down or might even cause it to collapse.

To this end I have started work on the legal documents necessary to create a Hybrid Stock Company, I've batted around a couple of mathematical models of how best to pay employees and selected, what I think is, a really good target for this type of restructuring.

Nokia.

On the surface, and as far down as I've been able to dig, Nokia seems like an ideal choice. It is at its core a solid, sound company that only three or four years ago was a world leader, one that totally dominated a hugely important market segment. It has however been run into the ground by exactly the sort of idiots we're all here to try and do something about. Its stock price is something like a seventh of what it was four years ago but its balance sheet is now worth twice its market-cap. The vultures are circling and the long term investors, like their own pension fund, must be getting pretty jumpy. It looks like the people that drove Nokia to this point are happy to drive them into bankruptcy and to pick up the pieces for a song. Which means the current shareholders will lose everything. Unless they act.

Nokia also represents an unexploded grenade for everybody profiting from open-source in the mobile space. They have a vast portfolio of hardware patents that will likely end up in Redmond if something isn't done to prevent it. Every member of the Open Handset Alliance has good reason to consider buying Nokia, even as only a defensive measure, but none of them can really justify purchasing the whole company or are really capable of doing so. Google could probably afford it but fat chance they would be allowed to after swallowing up Motorola so recently. Same with Samsung I reckon.

A coalition of OHA members, backed by existing big investors, could gain control though. By keeping Nokia independent you could side-step regulatory complications and still bring it into the OHA and use its resources to level the playing field with the proprietary cartel. Personally I would donate all their patents to a pool that allowed unrestricted use in return for donating any patents, that you control, that you bundle with pool-patents, in any particular device, software package or service, to the pool under the same license. Force everyone to compete on merit rather than in the courtroom.

This new Nokia would still have a vast advantage over their competitors because it is one thing to know how something is done and it is quite another to do it and to do it well. I don't think it would take very long to turn it around and return it to its former glory.

Rinse, repeat, total global domination....

Well so go my sun-drenched fantasies.

So here I come to you guys. Any of you that have made it this far.

I am flawed.

A painful fact that I attempt to deny at every turn. Nonetheless, it is the truth. I don't know everything, I don't have a Degree or a PhD or decades of experience. I'm just a guy that has an insatiable sense of curiosity and so knows a little bit about a great many subjects. What I do know is that I am not an expert in any particular field and that to make my, admittedly toweringly ambitious, plans a reality I will need the help of experts. And of people that see the same thing I do and are inspired by it to take the bull by the horns and go out and try to change the world.

So I would be enduringly grateful of any of you were willing to take the time to look at my ideas, comment on what you like about them, what you don't like about them, things I've missed, basic assumptions I may have gotten wrong. Tear it apart if you think it's terrible, suggest improvements that are glaringly obvious to you and I have somehow missed or just tell me whether you think I'm cracked or I might be on to something worth pursuing.

Yours

Chris Hanlon

Founder

The Darien Project

[That was the short version, just FYI, there is a vast amount more where that all came from but is mostly half-baked, half-formed thoughts about employee remuneration, or targeting the G185 for economic growth, or raising financing, or what best to do with all these excess 'middle-managers'?]