A founders’ agreement written by a lawyer who stays with you, covering equity split, vesting, roles, decision-making, and what happens when a founder leaves. For Indian and international founders. Drafted in 2 to 4 days.
Share a few details about your co-founders, your equity split, and where you are in the journey. I will assess what your agreement needs to cover and come back with a precise quote and timeline. No obligation, no automated replies.
By the time most founders call me, the problem has been growing for months. The equity was split on a whiteboard and never written down. One co-founder drifted away but still holds a third of the company. The product was built by a friend who never signed anything, so nobody is quite sure who owns the code.
None of these start as legal problems. They start as things everyone means to sort out later. Then a term sheet arrives, or a co-founder wants out, and suddenly the thing you postponed is the thing holding up your funding, your hire, or your peace of mind.
A founders’ agreement is how you avoid that. It is the conversation most co-founders quietly avoid, written down while it is still easy to have. Who owns what. Who decides what. What happens if one of you leaves. You are not planning for failure by writing it. You are making sure a disagreement stays a disagreement instead of becoming a dispute.
Good contract drafting should let you move faster, not slow you down. That is the whole point of getting this one right early.
A founders’ agreement is a contract between the people starting a company together. It sets out the terms of your working relationship as co-owners, before the day-to-day of building the business makes those terms hard to talk about.
If you have heard it called a co-founder agreement, a founders’ pact, or a co-founders’ agreement, those are the same thing. The name matters less than what is inside it.
At its simplest, it answers four questions that every founding team has to answer sooner or later. How is the equity split, and does it vest over time or belong to each founder outright from day one. Who holds which role, and who has the final say when you disagree. Who owns the intellectual property, the code, the brand, the designs that the company runs on. And what happens to a founder’s shares if they leave, whether they walk away, get pushed, or something worse.
It is worth being clear about what a founders’ agreement is not. It is not your company’s incorporation. It is not your shareholders’ agreement, though the two need to line up. And it is not a document you sign once and never look at again. It is the foundation the rest of your legal structure sits on. When it is solid, everything built on top of it holds. When it is missing or vague, the cracks show up at the worst possible time.
Almost every founder starts the same way. You trust your co-founders, money is tight, and there is a free template online or an AI tool that will spit out an agreement in thirty seconds. So you either skip the document entirely or paste one together and move on.
Here is the problem. A template does not know your business. It does not know that one of you is putting in cash while the other is putting in two years of full-time work. It does not know you are raising from a foreign investor, or that your product is the code and the code was written by someone who is not on the cap table. It fills in generic blanks and leaves the parts that actually matter to you empty or wrong.
A pattern I see often: two founders use a free template, split equity 50/50, and never add vesting. Eighteen months in, one founder leaves for a job. They still own half the company. The founder who stayed now has to build the entire business while handing half of every future gain to someone who is gone. The template did its job in the narrow sense. It produced a signed PDF. It just did not do the one thing that mattered, which was to make someone stop and ask what happens if this partnership ends.
AI tools have the same gap, only faster. They are confident, they are fluent, and they do not ask you the questions a lawyer would ask before drafting a single line. The document reads well. It just was not built for you, and you usually find that out at the exact moment you needed it to hold.
Every founding team is different, so no two agreements are identical. But a well-drafted one almost always covers the same core ground. Here is what each part does, in plain terms.
How the ownership is divided between founders, and why. An equal split is common but not always right. If contributions differ, the split should reflect that, and the agreement should record the reasoning so nobody misremembers it later.
Vesting means founders earn their equity over time instead of owning all of it on day one. A typical structure is four years with a one-year cliff, so a founder who leaves in the first year keeps nothing, and one who stays earns their shares gradually. This is the single most important protection against the leaving-founder problem, and it is the clause templates most often miss.
Who does what. Not a rigid job description, but enough clarity that two founders are not both assuming the other is handling something important, or both trying to run the same part of the business.
How you make decisions together, and what happens when you cannot agree. For a two-person team especially, a deadlock clause matters. Without one, a serious disagreement can freeze the company completely.
This one is quietly critical. The agreement should assign to the company all the IP each founder creates, the code, the designs, the brand. If it does not, a founder can technically walk away owning something the company depends on. Investors check this closely in diligence.
The leaver provisions. What happens to a departing founder’s shares, whether the company can buy them back, at what price, and how their unvested equity is treated. A good agreement handles the friendly exit and the ugly one, because you cannot know in advance which one you will get.
Terms that protect the company’s information and its people if a founder leaves, drafted to be enforceable in your jurisdiction rather than copied from a template written for a different country’s law.
The setup closest to yours tells me what your agreement needs to cover and what comes next.
A 50/50 split, which needs a deadlock mechanism most of all. We draft equity, vesting, roles, decision-making, and a tie-break so a disagreement cannot freeze the company. Typically 2 to 4 days.
Multiple co-founders, where decision-making and exit mechanics get complex. One agreement so every founder shares the same clear obligations. Typically 3 to 5 days.
Different contributions, different percentages. We document the split, the reasoning behind it, vesting on each stake, and the reserved matters that protect a minority founder. Typically 2 to 4 days.
Earning equity over time. We draft the vesting schedule, the cliff, acceleration on exit, and the good-leaver and bad-leaver terms that decide who keeps what. Typically 2 to 4 days.
Agreeing terms before the company exists. We draft the agreement now and line it up with the incorporation documents and articles when the entity is formed. Typically 2 to 4 days.
A new co-founder joining an existing company. We handle the new equity grant, vesting from their start date, IP assignment, and how their stake fits the existing cap table. Typically 2 to 4 days.
Departure and buyback. We draft the leaver provisions, the buyback price and mechanism, what happens to unvested equity, and the terms that survive the exit. Typically 2 to 4 days.
Nothing in writing yet. A company already running on a verbal understanding. We turn it into a proper agreement before a dispute or a funding round forces the issue. Typically 2 to 4 days.
If your company is registered in India, your founders’ agreement has to work with Indian law, not against it. A few things matter more here than a generic template will tell you.
Your agreement needs to sit correctly alongside the Companies Act, 2013 and your company’s articles of association. If a clause in your founders’ agreement contradicts your articles, the articles usually win, which means a term you thought protected you may not be enforceable against the company. We draft the two to line up.
Non-compete clauses are the other common trap. Under Section 27 of the Indian Contract Act, 1872, a clause that stops someone working after they leave is largely unenforceable in India, and courts strike these down regularly. So we do not rely on a non-compete to protect you. We use confidentiality, non-solicitation, and proper IP assignment instead, which do hold. If you are also bringing in foreign investment, the structure has to respect FEMA rules, and we account for that too.
We draft for founders across every major Indian startup hub, including Bengaluru, Delhi, Mumbai, Hyderabad, Pune, and Chennai. You can find our contract lawyers in India page for more on how we work locally.
Plenty of founding teams do not sit in one country. One founder is in London, another in Bangalore. The company is being set up in Delaware while the team works out of Singapore. When that is your situation, the governing law and jurisdiction of your founders’ agreement stop being boilerplate and become real decisions.
Which country’s law governs the agreement changes how it is read and how it is enforced. Where a dispute would be heard affects how quickly and cheaply you could resolve one. A clause that is standard in a US agreement can be unenforceable in India, and the other way around. We draft your agreement for the law that actually governs your company, and we make the jurisdiction choices on purpose rather than leaving them to a template’s defaults.
We work with founders incorporating in and operating across the US, UK, UAE, Singapore, Australia, and the EU, and we coordinate the founders’ agreement with the rest of your setup so the pieces fit together.
Most places that draft a founders’ agreement hand you a file and disappear. You get the PDF, they get paid, and the next time you have a legal question you are starting over with a stranger who knows nothing about your company.
That is not how I work. When you engage me for your founders’ agreement, I learn your business from day one. So when the next thing comes up, and it will, a client contract to review, a hire to paper, a term sheet to negotiate, a trademark to protect, you are not explaining your company to someone new. You are talking to someone who already understands it.
Your legal needs grow as your company grows. Instead of hunting for a different lawyer for every issue and re-explaining yourself each time, you have one person who has been there since the foundation. That continuity is worth more than any single document, because it means your legal support keeps pace with your business instead of always catching up to it.
The founders’ agreement is usually where that relationship starts. It is the first serious legal decision most founders make, and it is a good place to find out whether the person drafting it is someone you want in your corner for the long run.
Every founders’ agreement is quoted for your specific team, so the figures below are indicative starting points to set expectations. Your exact quote depends on the number of founders, how complex the equity and vesting terms are, and the jurisdiction. You get a precise number in under two hours, with no hidden charges.
For a straightforward two or three founder team with a clear equity split. Covers equity, vesting, roles, decision-making, IP assignment, and leaver terms. Drafted in 2 to 4 days.
For larger founding teams, unequal splits with detailed reasoning, or agreements that need to coordinate closely with a shareholders’ agreement or investor terms. Drafted in 3 to 5 days.
For international teams where governing law, jurisdiction, and multi-country enforceability need deliberate drafting. Timeline confirmed with your quote.
Every option is a fixed fee. That includes the drafting, revisions until you are satisfied, and a plain-language walkthrough of what you are signing. No hourly billing and no surprise invoices.
From first message to signed agreement, with a lawyer at every step.
Share the basics through the form or WhatsApp: how many founders, the equity split, and where you are in the journey. No jargon needed.
I ask the questions a template never will, about vesting, IP, roles, and what happens if someone leaves, so the agreement fits your actual situation.
I draft the agreement to your facts and your jurisdiction, not from a generic form.
You get the draft with a plain-language summary of what each part does, and revisions until it says exactly what you need.
The final agreement, ready for every founder to sign, aligned with your incorporation and articles.
When the next legal thing comes up, you already have someone who knows your company.
Prakhar Rai | Founder and Attorney
Your founders’ agreement is drafted team led by Prakhar Rai, an advocate enrolled with the Bar Council of India. A graduate of La Martiniere College, he holds an LL.B. and a Master of Business Laws from the National Law School of India University (NLSIU), Bangalore, with specialization in Corporate, Banking, Intellectual Property, Finance, and Securities Laws.
With over a decade of experience advising founders and businesses, Prakhar started My Legal Pal because too many companies were getting fragmented, reactive legal advice, a different lawyer for every problem, none of whom knew the business. His approach is the opposite: understand the company from day one and stay with it as it grows.
Drafted by a lawyer who learns your business and stays with it. Fixed fee, plain language, 2 to 4 days for a standard agreement. For founders in India and worldwide.
Call +91 8004800100