At a glance
A founder agreement is one of the most important documents in a startup. It records how equity is split, how long founders must stay committed, who owns the IP, how decisions are made, and what happens if one founder exits. The agreement is not about mistrust; it is about giving the company a stable structure before pressure and money create avoidable conflict. At Inamdar Legal, we draft founder agreements that are simple enough to use and detailed enough to protect the business. The document should support the relationship, not just describe it.
Founder agreements should cover equity split, vesting, roles, IP ownership, deadlock, confidentiality, and exit. For Indian startups, the agreement should be aligned with the company's future fundraising path.
- Equity split and vesting
- Roles and work commitment
- IP ownership and access control
- Exit and deadlock handling
Equity split and vesting
The agreement should explain how equity is split and whether it is earned over time. Vesting protects the business if one founder leaves early while the other continues building.
- Equity allocation
- Vesting and cliff
- Good leaver and bad leaver
Roles, time commitment, and outside work
Founders should not leave their real roles vague. The agreement should say who handles product, operations, sales, finance, or fundraising, and whether outside work is allowed.
- Role allocation
- Time commitment
- Outside work restrictions
IP assignment and access control
Any code, brand work, content, data, and product material created before or during formation should be assigned to the business. The agreement should also deal with account access, repositories, and handover.
- IP assignment
- Repository and account control
- Handover on exit
Decision-making and deadlock
A startup needs a way to break deadlocks before they turn personal. The agreement should set out reserved matters, voting rights, and a dispute path that makes practical sense.
- Reserved matters
- Deadlock resolution
- Dispute escalation
When to Review This
- Starting a company with co-founders
- Need equity and vesting terms
- Want IP assignment and exit rules
- Preparing for future fundraising