SERVING CLIENTS ACROSS THE U.S. · CROSS-BORDER PERSPECTIVEImmigration · Business · Cross-Border Disputes
LEGAL SERVICES

Founder Equity, Vesting & IP Ownership

The expensive founder disputes almost always trace back to a conversation that never happened: who owns what, what happens if one of you leaves, and whether the code written before incorporation belongs to the company. We help teams settle those questions in writing while everyone is still on good terms.

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HOW WE HELP

Where we add value

01

Splitting equity and vesting it

A split that reflects contribution and risk, and a vesting schedule—four years with a one-year cliff is the common starting point—so that a cofounder who leaves after six months does not keep a third of the company.

02

IP assignment

The company only owns what has been assigned to it. We paper the assignment of pre-formation work, confirm that no prior employer has a claim, and put confidentiality and invention-assignment agreements in place for everyone who contributes.

03

Acceleration, buyback and departure

What happens on an acquisition, on termination, or when a founder simply stops contributing: single- versus double-trigger acceleration, repurchase rights and the price at which they apply.

04

Keeping the cap table honest

Option pools, advisor grants and early investor promises change the picture. We keep the documents and the spreadsheet in agreement so there is no surprise at the term sheet.

OUR APPROACH

How we work with founders

01

Diagnose

Inventory the founders, the work already done and the promises already made.

02

Design

Agree the split, vesting, acceleration and assignment terms.

03

Document

Prepare the agreements and the board approvals, and update the cap table.

COMMON QUESTIONS

Founder questions

Practical answers to frequently asked questions. Individual circumstances can affect the best course of action.

What is founder vesting?+
An arrangement under which a founder earns the right to keep shares over time or on milestones. Shares that have not vested can be repurchased by the company if the founder leaves. Investors expect it, and it protects the founders who stay.
Does incorporating automatically transfer our software to the company?+
No. Code and inventions belong to whoever created them unless assigned. If a founder wrote the prototype on a former employer's laptop or during working hours, there may be a third party with a claim—that needs to be checked.
We split equity equally. Is that a problem?+
Not necessarily, but an equal split without vesting is. The split matters less than what happens when circumstances change.
THE NEXT STEP

Ready when you are.

Briefly describe your legal needs. We offer a complimentary initial consultation and will discuss the next steps with you.

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