Do not begin by copying a template. First make the founders' commercial decisions, record areas of disagreement, then ask a qualified professional to turn those decisions into documents appropriate for the company.
Meeting one: expectations
Compare time commitment, responsibilities, financial needs, personal constraints and what success means to each founder.
Meeting two: difficult events
Discuss under-performance, funding pressure, acquisition offers, misconduct, illness, departure and deadlock before any of them happen.
Meeting three: document the decisions
Create one agreed brief with decisions, unresolved questions, supporting facts and the professional responsible for drafting or review.
Ten areas every founding team should address
1. Commitment and roles
2. Equity and vesting
3. Decisions and deadlocks
4. Intellectual property and confidentiality
5. Money, exits and personal events
The remaining areas to cover are information rights, transfer restrictions, future fundraising dilution, conflict-of-interest rules and dispute resolution. The exact legal mechanism must be professionally tailored.
What if one founder leaves after eight months?
| Question | Why it matters | Decision to record |
|---|---|---|
| Was the role full-time? | Expectations may differ from actual contribution. | Start date, minimum commitment and milestones. |
| Was equity already issued? | A verbal vesting understanding may not match corporate records. | Current ownership, vesting mechanism and required approvals. |
| What IP was created? | The company needs evidence that it can use and commercialise the work. | Inventory, assignment status and access handover. |
| What happens to access? | Customer data, code, domains and financial systems can remain exposed. | Exit checklist, credentials, devices and customer communication. |
A one-page event brief stating the agreed facts, the documents that exist, the unanswered questions and the professionals who need to act. This is far more useful than asking a lawyer to "make a founder agreement" without context.
What to bring to the drafting conversation
Company facts
Entity details, current cap table, securities issued, board structure and funding already received.
Founder facts
Roles, joining dates, time commitment, cash contributions, prior promises and relevant personal constraints.
Existing evidence
Messages, offer letters, IP records, employment terms, resolutions and any earlier founder document.
Decision log
What is agreed, what is disputed, who can approve changes and the deadline tied to fundraising or operations.
Pause and obtain professional help when
A founder disputes the cap table; IP was built at a previous employer; someone is leaving; company money and personal money are mixed; securities were promised without records; a minor or overseas resident is involved; or investors are already relying on inconsistent ownership information.
Turn the founder conversation into an organised brief.
Koda can help structure the facts and coordinate appropriate legal or corporate-secretarial review.
Educational discussion tool only. It is not a founder agreement and is not legal, tax or investment advice. Use a qualified professional to assess your facts and prepare enforceable documentation.