Founders' Agreement

What this is

A founders' agreement between the co-founders of a startup - equity split, roles and titles, decision making, vesting, IP assignment to the company, confidentiality, non-compete, what happens when a founder leaves, and how disputes are resolved - signed before or soon after incorporation so that expectations are written down while everyone agrees. Our panel advocate drafts and reviews the agreement and delivers it signed on letterhead; stamping is a separate step we explain.

What you get

A founders' agreement drafted, reviewed and signed by our panel advocate on letterhead, covering the founders and the venture, equity split and any future adjustments, capital and contributions, roles, time commitment and remuneration, decision making and deadlock, vesting and treatment of unvested shares on departure, good and bad leaver, IP assignment and moral rights waiver, confidentiality, non-compete and non-solicit within Indian law, right of first refusal on transfers, fundraising and dilution principles, termination and dispute resolution. Delivered ready for execution, with a note on stamp duty and on the clauses to mirror in the articles once the company exists. Stamp duty is not included.

How it works

1. 1Upload the papersID and PAN of all founders, the incorporation certificate if the company exists, and any written understanding so far. We pre-fill the founders and the company.
2. 2Confirm the termsEquity split, roles, contributions, vesting, decision making and exit.
3. 3Answer the advocate's questionsWho is bringing what, who works full time, what IP already exists and who owns it, and what happens if someone leaves early.
4. 4PayPay the fee.
5. 5Advocate drafts and signsOur panel advocate drafts the agreement and signs it on letterhead.
6. 6Agreement is deliveredYou receive the agreement for execution, with the stamping note.

What to have ready

• ID and PAN of every partyAadhaar and PAN of each person signing; incorporation documents and board resolution if an entity.
• Certificate of incorporation, MoA and AoA (if you have it)If incorporated.
• Any written understanding, email or term sheet between founders (if you have it)If any.
• Founders' current employment contracts (if you have it)If any founder is still employed elsewhere.
• Proof of IP already created (if you have it)Repository, domain registration, trade mark filing, design files.
• Cap table or shareholding statement (if you have it)If shares are issued.

What this is based on

• Contract Act 1872 (1872)
• Companies Act 2013 (2013)
• Specific Relief Act 1963 (1963)
• Patents Act 1970 — S.60 groundless-threat defence applies. (1970)
• Copyright Act 1957 (1957)