Article · 12 min read

How to Draft a Co-founders Agreement: A Complete Guide

Razorpay Rize Free Beginner India

The India edge on paper. It states plainly that "equal splits are often unfair," then does what the US pieces skip: it turns our tie-breaker advice into an actual clause set for an Indian Pvt Ltd or LLP, voting protocols, deadlock provisions, and mediation/arbitration for when two founders lock horns, plus the 4-year, 1-year-cliff vesting. A handshake 50/50 is not a founders agreement; this shows you what the document that prevents the deadlock actually contains under Indian contract law.

  • A written agreement, not a verbal 50/50, is what encodes your tie-breaker: voting rights, deadlock clauses, and arbitration
  • Define roles (who is CEO with the final call) up front to prevent the power struggles that stall decisions
  • Bake in vesting, good/bad leaver terms, and IP assignment so a departing cofounder can't hold the cap table hostage

The question it answers

  1. How should my co-founder and I split equity, and is 50/50 a mistake?

Read with it

  1. This is the essay to read first, from a YC partner who co-founded Justin.tv/Twitch and has done equal splits across his own... Y Combinator Essay · ~8 minute read How to Split Equity Among Co-Founders Michael Seibel
  2. The first-hand cautionary tale our answer needs. Kwan went 50/50 across two startups over nine years, put in 100k of her own... Melissa Kwan (eWebinar founder) Essay · 10 min read Why cofounders should not split equity 50/50 Melissa Kwan
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