Why I kept my startup in Australia and why it was crazy

Radial Road
There has been great some discussion of late about tech startups in Australia. Alan Downie of Macropod has posted a couple of interesting articles on this topic (Why we kept our Startup in Australia and Funding an Australian Startup) which generated a really good discussion on Hacker News if this is a good idea or not. I am firmly of the opinion that trying to run a technology company in Australia is crazy, yet here I am almost 16 years later doing exactly this and making (at least to my satisfaction) a success of it.

So why did I keep Nucleics in Australia?

To answer this question I really need to provide some background. The history of Nucleics is rather long with all the twists and turns you would expect for a startup that has lasted this long. Nucleics began in a blaze of success back in 1999 out of an idea I had while finishing up my PhD. The late 90s were the time of the genomics boom (this was a parallel boom to the original dot.com boom) where anything to do with the human genome project was seen as the future. After bootstraping Nucleics from nothing (just me at the bench) we managed to sell our first product (ASIN) to a large US biotech company, and then again to a large Japanese company in early 2000.

Thinking this business stuff was easy, I poured all the money back into Nucleics and we rapidly expanded and so by mid 2001 we had 8 Ph.D level scientist, 3 full time developers, and 3 B.Sc level research assistants all working feverishly developing a whole suite of amazing genomics tools (a number of these became products such as CounterTrace, UniSeq, and dLUTE SEQ). While things were not always without drama, money and sales came so easy I thought running a biotech company was simple and all we needed to do is keep creating great products and we would conquer the world (yes hubris). We discussed about moving Nucleics to the USA and we had some venture capital interest there too, but I stupidly thought that I could do it all remotely from Australia – why move Nucleics, let’s prove that it can be done in Australia and be (very) local heroes.

Downfall

Like all good Greek tragedies the gods only build you up so they can cut you down. In my case 9/11 happened and everything came to a grinding halt. All the deals we had been negotiating froze, businesses and facilities couldn’t make any purchasing decisions – everyone said you have great products, but we can’t commit to anything new now, etc, etc. Nucleics rolled along burning enormous amounts of cash (scientists while cheap, are not that cheap) and I sat there hoping that at any moment now someone is going to sign and we will be saved. VC or Angel money proved impossible to find in Australia for a business like Nucleics, and after speaking to far too many people, I came to the conclusion that there were a lot of people in Australia who enjoyed pretending to be venture capitalists, but who really wanted to be merchant bankers.

Through enormous hustle I managed to raise some much needed cash out of a couple of our potential customers (I basically convinced them that if they didn’t pay up front there would be no product), but eventually even this money ran out. I was forced to lay everyone off, put Nucleics into hibernation, and find something else to do. It was all very depressing as I felt that if it was not for my ego we would have moved to the USA, raised enough cash to get through the 9/11 block, and have gone on to become the huge success we could/should have been. I thought a lot about the mistakes I had made and despaired at my stupidity.

Redemption

I managed to land an academic job at La Trobe University at the end of 2004. They were happy for me to bring what remained of Nucleics – at this stage it was just a shell with a lot of lab equipment and reagents. While I was still feeling rather down about what had happened with Nucleics, I at least had an income and a lot of spare time on my hands. This was because the lab the university was supposed to have organise for me was not ready – it was still the same bare concrete room filled with junk and dust that had been shown to me 6 month earlier – the only change had been the addition of even more junk.

Since I had no lab and no hope of getting a lab anytime soon (it eventually took more than 2 years to finish and even then they got it was wrong) I wondered what I could do? My only idea was bioinformatics since I did have a laptop and a desk. My problem was I knew nothing about software development and knew no one who did. I didn’t even know where to start so I wandered over to the library and starting pulling random books on software development off the shelf and began reading. As anyone who has ever taught themselves a totally new field will know, it is completely daunting at the beginning since nothing makes sense and even getting a simple hello world program to run seems impossible. I kept at it and found it was not as bad as it first seemed. Since molecular biology and software development are such different fields there are relatively few people skilled in both areas which leaves a lot of low-hanging fruit to explore. By the time my lab was ready I was feeling that the whole delay had been a huge opportunity rather than a disaster.

Rebirth

Nucleics during this time (2004 to 2007) was comatose; not dead, but not really doing anything either. I started looking through our old lab books to see what I could rescue. Coming across the source code our developers had written I thought that maybe I could make something useful out of it and PeakTrace was born (PeakTrace is a better basecaller that allows scientists to get much more useful DNA sequence data out of the raw instrument files). I started slowly in my spare time and it began selling to customers around the world. Demand continued to grow for PeakTrace (along with other variants and spin-offs like PeakTrace RP and QualTrace) until it reached the point where I thought it was silly for me to continue at the university. I quit (gave up tenure) and went back full-time to Nucleics. We have continued to grow and acquire new customers to the point where in many markets the majority of sanger DNA sequencing being performed uses our software. If you are a scientist and would like to try it yourself you can trial peaktrace here for free.

Lessons

If you have managed to get this far you can see why I think it is crazy to try and run a tech startup in Australia. By doing so you are just making it so much hard for yourself than it needs to be. There are very few real venture capitalist here (i.e. those willing or able to take on real risks) and even fewer angels (lots of devils though). The Australian market is small and you will run into our cultural cringe pretty quickly (Nucleics still only has two Australian customers despite a lot of effort on my behalf). We are a long way from the rest of the world (you will really hate flying after a very short amount of time), and even something as simple as making a phone call to a customer involves staying up past midnight. Probably the most important reason to leave is you miss out on all those little things that happen that you need to know in order to be able to respond dynamically to events. When Nucleics was in its early days I would often learn about critically important details long after we should have because we just weren’t on the ground in the USA and Europe when we needed to be.

Advice

If despite all of these pitfalls you, like me, want keep your startup in Australia then the question becomes when can you stay and when should you go? The answer really depends on the sort of startup (and life) you want to build. Australia has a lot of great things that make living here fantastic, but many of these are not very conducive to running a tech startup. Here is a brief list to consider.

What startups should leave Australia?

  • Those that need lots of any VC funding.
  • Those that aspire to be a unicorn.
  • Those that require “high-touch” sales.
  • Those that are “me-too” – e.g. facebook for cats, uber for x.
  • Those that are “hot” or hype-driven.
  • Those that can only succeed by growing faster than their competition.

What startups can stay in Australia?

  • Those where the founders really want to stay for personal or family reasons.
  • Those that are bootstrapped and don’t need external funding.
  • Those that have a real and unique product that is not just hype.
  • Those where lifestyle is more important to the founders than success in the media.

You might see a bit of a pattern here. Australia is a great place to create what might be called a “traditional” business focused on making something real that generates a profit. If you want to do this then Australia can be fantastic as we have a decent pool of amazingly talented people who can get things done. Australian tech companies like Blackmagic, Fastmail, Paydirt, Aconex and Macropod (to name just a few) have proven it can be done here when there is the will. It won’t be easy and it won’t be fast, but you can make something worthwhile here if you really try. I do still advise you leave if you want to give yourself the greatest chance of success – it really is crazy to stay.

How to complete the W-8BEN-E Form for Australian Companies

Point Piper 1907 Mid
The IRS seems to be over just making the life of Americans a misery and they have decided the whole world should experience their special attention. If you are a foreign business with no presence in the USA, but you have US customers, then you need to complete and provide your customers with a copy of the W-8BEN-E Certificate of Status of Beneficial Owner for United States Tax Withholding and Reporting (Entities).

This form is eight long pages of IRSese with such easy to understand terms as “Nonparticipating FFI (including a limited FFI or an FFI related to a Reporting IGA FFI other than a registered deemed-compliant FFI or participating FFI)”. If anyone know what this means please post, because nobody at the IRS seems to know – at least nobody who answers the phones.

When faced with completing this form for the first time it is near impossible to know what you need to fill in and the IRS instructions are as clear as mud. To save other poor Australians the nightmare of completing the W-8BEN-E form on their own, here is my step-by-step guide for standard Australian companies (i.e. those owned and run by Australians) of what you need to do.*

*Disclaimer. I am not a USA tax lawyer or accountant! Use this guide as a starting point for knowing what you need to do and always consult a professional. Do not use these instructions if you are a US citizen or have a US company branch.

Edit (2016). The IRS updated their form in 2016 so I have updated the instructions. Amazingly they have made the form even more complicated – there really is no form too complicated that the IRS can’t make it worse.

Edit 2 (2017). Once again the IRS has updated the form in 2017 and so the IRS tread mill continues. I am sure everyone will be surprised to learn it is now even more complex.

Edit 3 (2019). The IRS has made the form even more confusing (again) so I have updated the instructions (again). My thanks to the IRS for making this post evergreen.

Edit 4 (2021). The IRS has made the form even longer. I have updated the instructions again – it looks like this post is never going to die.

Edit 5 (2023). A small clean-up of this post since it remains popular. I am starting to get a warm fuzzy feeling about the IRS.

Step 1. Get the W-8BEN-E form
Download the W-8BEN-E form from the IRS website. If the form has moved then just google for it – the IRS seems to like to move the forms around on their website fairly regularly just to keep things interesting for all of us.
Print out the form as I find it easier to fill it in by hand and scan, but if you have a pdf editor then that is a good alternative.

Step 2. Complete Part I
Question 1. Write your full business name (eg. “xyz pty ltd”)
Question 2. Write “Australia”
Question 3. Leave blank
Question 4. Tick “Corporation”. Don’t tick the “yes” or “no” box on the line “If you entered disregarded entity, partnership, simple trust, or grantor trust above, is the entity a hybrid making a treaty claim? If ‘Yes’ complete Part III.”
Question 5. Only tick “Active NFFE. Complete Part XXV”
Question 6. Write your registered business address in Australia.
Question 7. Write your mailing address in Australia. If it is the same as 6. then just write “As Above”.
Question 8. Leave blank.
Question 9a. Leave blank.
Question 9b. For the “Foreign TIN” write in your company’s ABN.
Edit. Technically, your company’s tax file number is the TIN, but some sources have suggested that you supply your ABN, not TFN (others say TFN). I am much happier to supply people with my company’s ABN rather than TFN. I suspect in the end it doesn’t matter too much since the ATO has the ability to crossmatch your ABN and TFN – the whole point of this form is for the IRS and ATO to share data on a company’s income.
Question 10. Leave blank.

That is the easy first two pages taken care of! Now to Part III (you can skip Part II).

Step 2. Complete Part III
Question 14a. Tick the check box and write “Australia”.
Question 14b. Tick the check box “The beneficial owner derives the item (or items) of income for which the treaty benefits are claimed, and, if applicable, meets the requirements of the treaty provision dealing with limitation on benefits. The following are types of limitation on benefits provisions that may be included in an applicable tax treaty (check only one; see instructions):”
On the 14b. sub-question choose: “Company with an item of income that meets active trade or business test”. This is assuming most of your business activity is in Australia.
Question 14c. Leave blank.
Question 15. Write “Article 7, Paragraph 1” for the claiming provisions line; “Zero” for the % rate; and “Business Profit” for the type of income line. For the explanation write “Australian entity with no US permanent establishment deriving business profit not subject to withholding tax under the USA-Australian tax treaty. Skip to page 7.
Edit. For non-Australian companies you should be able to find the corresponding article number for your country’s tax treaty with the USA (all the tax treaties are all listed on the IRS website). You will need to read through your tax treaty to find the right article to use (look for the article concerning “business profit”). For example, in the UK-USA tax treaty the article number is the same as Australia’s (Article 7).

Step 3. Complete Part XXV
Question 39. Tick the check box (assuming the three points are true which should be the case if you are completing this form for a standard Australian company).
Skip to page 8.

Step 4. Complete Part XXX
Sign the form, print your name, and write the date with dashes. Don’t forget to use the crazy USA system where you put the month first then the day. The IRS cares about this sort of thing!
Tick the box that says that you have the capacity to sign (assuming that you do).

Step 5. Scan
Scan the document. To keep the size manageable scan it as a B&W document at 200 dpi and save as a pdf file (it should be under 500 KB). You can then email this when you send invoices to your USA customers. The form is supposed to be valid for 3 years after which time you are going to have to go through the whole form filling process again.

/s Now wasn’t that simple! Thank you IRS for making this form so easy and providing such clear and simple to follow instructions for us all. /s