Question 1

What is the difference between a founders agreement and a shareholders agreement?

Accepted Answer

A founders agreement is an early-stage document between co-founders that establishes partnership ground rules including equity division, decision-making, and departure scenarios. A shareholders agreement is a broader corporate governance document for all shareholders, typically triggered by outside investors. Both serve distinct purposes at different company stages.

Question 2

Why should co-founders complete a questionnaire before seeing a lawyer?

Accepted Answer

A shareholders or founders agreement is a legal document, but the decisions inside it are commercial. Who gets how much equity, what happens if a co-founder leaves, how disagreements are handled. These are conversations between founders, not legal questions. When founders walk into a law firm without having resolved them, they pay legal rates for what is essentially a facilitated discussion.

Question 3

What does the Co-Founders Agreement Discussion Guide cover?

Accepted Answer

The questionnaire covers five lifecycle phases: (1) Self-Awareness, Core Values and Well-Being, (2) Early-Stage Roles, Responsibilities and IP, (3) Scaling, Delegation and Role Evolution, (4) Fundraising, Governance and Dilution, and (5) Contingencies, Pivots and Exit Scenarios. It includes 22 core questions and 33 optional deep-dive questions.

Understanding Founders Agreements

Founders Agreement vs. Shareholders Agreement

Is a Founders Agreement Still Necessary?

Cultural Considerations

How Lawyers Draft a Founders Agreement

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Understanding Founders Agreements

Founders Agreement vs. Shareholders Agreement

What is the difference between a founders agreement and a shareholders agreement?

What does a shareholders agreement typically cover that a founders agreement does not?

What does a founders agreement cover that a shareholders agreement does not?

Do the two documents overlap?

Which document should be created first?

Is a Founders Agreement Still Necessary?

We already have a shareholders agreement and multiple investors. Do we still need a founders agreement?

Our co-founders are already in conflict. Is it too late for a founders agreement?

What specific issues does a founders agreement address that would help resolve current conflicts?

Will our investors object to us creating a founders agreement at this stage?

Can we create a founders agreement without involving our investors or board?

Cultural Considerations

Are there cultural differences in how founders approach agreements and conflict?

How does face-saving (面子) affect co-founder conflict in Asian startups?

How do Western and Asian approaches differ in practice?

How should facilitated discussions be adapted for cross-cultural founding teams?

Is the trend towards formalisation growing in Asian startup ecosystems?

How Lawyers Draft a Founders Agreement

What is the typical process for drafting a founders agreement?

What information does the lawyer need from the founders before drafting?

What is the typical structure of a founders agreement document?

How does pre-facilitation reduce legal costs?

What other documents should exist alongside a founders agreement?

Do all founders need their own lawyer?

Ready to Start the Conversation?