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Founders Agreement
I need a founders agreement for a startup with three co-founders, outlining equity distribution, roles and responsibilities, decision-making processes, and a vesting schedule with a 1-year cliff and 4-year total vesting period. The agreement should also include provisions for resolving disputes and handling the departure of a co-founder.
What is a Founders Agreement?
A Founders Agreement sets the ground rules between co-founders when starting a new business in Belgium. It's a vital contract that spells out who owns what percentage of the company, how key decisions will be made, and what happens if someone wants to leave the venture.
Under Belgian company law, this agreement protects everyone's interests by clearly defining roles, profit sharing, and intellectual property rights. It helps prevent future disputes by addressing common issues upfront - from capital contributions and voting rights to non-compete clauses and exit strategies. Though not legally required, having one in place makes good business sense, especially when seeking investment or planning for growth.
When should you use a Founders Agreement?
Create a Founders Agreement right when you start planning your business venture in Belgium, before any significant work or investment begins. The ideal time is during your first serious discussions about launching the company, when everyone's excitement and goodwill are high - this makes tough conversations about ownership and control much easier.
Getting this agreement in place becomes crucial before accepting outside investment, hiring employees, or developing valuable intellectual property. Belgian courts look favorably on clear documentation of founder relationships, so putting these terms in writing early protects everyone if disagreements arise later. Many startup accelerators and investors actually require a signed Founders Agreement before working with new ventures.
What are the different types of Founders Agreement?
- Basic Founders Agreement: Covers essential elements like equity split, roles, and basic decision-making - ideal for simple partnerships
- Comprehensive Version: Includes detailed IP rights, vesting schedules, and exit strategies - suited for tech startups or complex ventures
- Growth-Focused Agreement: Features specific provisions for future funding rounds and investor relations - perfect for scale-ups
- Project-Based Structure: Tailored for specific ventures or time-limited collaborations with clear milestones
- Industry-Specific Format: Adapted to sector requirements like biotech IP protection or retail operations management
Who should typically use a Founders Agreement?
- Co-Founders: The primary parties who sign and are bound by the Founders Agreement, typically entrepreneurs starting the business together
- Legal Counsel: Belgian business lawyers who draft and review the agreement to ensure compliance with local laws
- Business Advisors: Help structure equity arrangements and governance terms based on industry experience
- Potential Investors: Review the agreement during due diligence before committing capital
- Company Secretary: Maintains and updates the agreement as part of official company records
- Board Members: Reference the agreement for decision-making protocols and voting rights
How do you write a Founders Agreement?
- Basic Information: Gather full legal names, addresses, and roles of all co-founders
- Business Details: Define company name, structure, and main business activities
- Equity Structure: Determine ownership percentages and any vesting schedules
- Capital Contributions: Document initial investments, both monetary and in-kind
- Decision Making: Outline voting rights and management responsibilities
- IP Rights: List existing and future intellectual property ownership
- Exit Strategy: Plan procedures for founder departure or company sale
- Final Review: Use our platform to generate a legally compliant agreement that includes all essential elements
What should be included in a Founders Agreement?
- Party Details: Full legal names, addresses, and identification numbers of all founders
- Company Information: Legal structure, registered office, and business purpose
- Capital Structure: Initial contributions, share distribution, and valuation methods
- Governance Rules: Decision-making procedures and voting thresholds per Belgian law
- Transfer Restrictions: Share transfer limitations and right of first refusal
- Non-Compete Clauses: Scope and duration following Belgian competition law
- Dispute Resolution: Mediation and jurisdiction clauses under Belgian courts
- Termination Terms: Exit procedures and company dissolution protocols
- Signatures: Dated signatures of all parties with capacity to contract
What's the difference between a Founders Agreement and a Contractor Agreement?
A Founders Agreement differs significantly from a Contractor Agreement in several key aspects, though both are crucial for business relationships. While a Founders Agreement establishes the foundation of company ownership and management, a Contractor Agreement defines a temporary business relationship with external service providers.
- Legal Status: Founders Agreements create permanent ownership stakes and governance rights, while Contractor Agreements establish fixed-term service relationships
- Scope of Rights: Founders get voting rights and profit sharing; contractors receive payment for specific deliverables
- Duration: Founders Agreements typically last the company's lifetime; Contractor Agreements cover specific project periods
- Risk and Reward: Founders share business risks and potential profits; contractors get guaranteed compensation regardless of business performance
- IP Rights: Founders typically share company IP ownership; contractors usually transfer their work's IP to the company
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