Startup
Co-Founder Agreement Format & Template
Co-Founder Agreement is a guided template for recording relevant details and terms in writing. Review the document-specific execution and legal requirements before relying on a final PDF.
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What you can set in this draft
- Guided legal questionnaire
- Structured clauses and sections
- Review and completion checklist
- review-ready wording
- PDF checkout output
About this Co-Founder Agreement
A co-founder agreement is a foundational document used by startup founders to record how they will work together while building a venture. In India, it is especially valuable at the early stage when enthusiasm is high but legal structure, ownership expectations, and operating discipline are still evolving. The agreement usually addresses each founder's role, responsibilities, time commitment, equity, vesting, capital contribution, decision-making, confidentiality, and intellectual property assignment.
This document matters because many founder disputes do not arise from bad faith but from assumptions that were never documented. One founder may expect full-time commitment while another remains part-time; one may believe equity is fixed from day one while another expects vesting; one may think customer relationships or code belong personally rather than to the company. A well-drafted agreement turns these assumptions into explicit rules before the business grows and the stakes become larger.
Indian startups often use a co-founder agreement before or alongside incorporation documents and investment preparations. It helps align the founding team internally and also gives comfort to future investors, advisors, and lawyers that the company has addressed basic governance questions early. It is particularly useful where the business depends on founder-developed technology, brand assets, or market access that should be clearly assigned to the venture.
The agreement should be practical and candid. It must reflect the real commercial deal between founders, including what happens if someone leaves early, underperforms, or wants to transfer their stake. A generic founder document is rarely enough unless it is carefully adapted to the team's actual structure and growth plans.
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- 1. Answer the guided questions.
- 2. Review the watermarked draft.
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Advantages of using this co-founder agreement
- Aligns founders on ownership, roles, and expectations early
- Protects the startup from avoidable internal disputes
- Helps document vesting, exits, and transfer restrictions clearly
- Supports IP assignment and confidentiality from the outset
- Improves readiness for incorporation, fundraising, and diligence
What this document covers
- Identify the founders and, if applicable, the company entity involved
- Describe each founder's role, title, and expected commitment
- Set out equity ownership, vesting, and capital contribution terms
- Define decision-making, voting, and reserved matters
- Include IP assignment and confidentiality obligations
- Provide leaver, exit, transfer restriction, and buyout mechanisms
- Address non-compete or non-solicit terms where commercially appropriate
- Add dispute resolution and governing law clauses
Applicable laws
In India, a co-founder agreement is generally governed by the Indian Contract Act, 1872, and where a company is incorporated or proposed to be incorporated, the Companies Act, 2013 becomes highly relevant to corporate governance, shareholding, and related approvals. If the startup operates through an LLP or partnership structure, the relevant LLP or partnership framework should also be considered. Intellectual property provisions should be drafted with the Copyright Act, 1957 and other applicable IP principles in mind where creations are being assigned. A co-founder agreement does not usually require registration merely because founders are recording their relationship, but stamp duty may apply depending on the state and the nature of rights documented. If the agreement is linked to share issuances or other corporate actions, those steps must also comply with the company's constitutional documents and applicable company law formalities.
This template should be revisited as the startup evolves, especially when the team incorporates, issues shares, raises investment, or materially changes founder roles and vesting terms.
Frequently asked questions
What is a Co-Founder Agreement used for?
A co-founder agreement is a foundational document used by startup founders to record how they will work together while building a venture. In India, it is especially valuable at the early stage when enthusiasm is high but legal structure, ownership expectations, and operating discipline are still evolving. The agreement usually addresses each founder's role, responsibilities, time commitment, equity, vesting, capital contribution, decision-making, confidentiality, and intellectual property assignment.
What does a Co-Founder Agreement typically cover?
A Co-Founder Agreement typically covers Identify the founders and, if applicable, the company entity involved, Describe each founder's role, title, and expected commitment, Set out equity ownership, vesting, and capital contribution terms, Define decision-making, voting, and reserved matters, Include IP assignment and confidentiality obligations, Provide leaver, exit, transfer restriction, and buyout mechanisms, Address non-compete or non-solicit terms where commercially appropriate, and Add dispute resolution and governing law clauses.
What formalities apply to a Co-Founder Agreement?
In India, a co-founder agreement is generally governed by the Indian Contract Act, 1872, and where a company is incorporated or proposed to be incorporated, the Companies Act, 2013 becomes highly relevant to corporate governance, shareholding, and related approvals. If the startup operates through an LLP or partnership structure, the relevant LLP or partnership framework should also be considered. Intellectual property provisions should be drafted with the Copyright Act, 1957 and other applicable IP principles in mind where creations are being assigned. A co-founder agreement does not usually require registration merely because founders are recording their relationship, but stamp duty may apply depending on the state and the nature of rights documented. If the agreement is linked to share issuances or other corporate actions, those steps must also comply with the company's constitutional documents and applicable company law formalities.
How long does a Co-Founder Agreement take to complete?
The guided draft is estimated to take Time varies. Allow additional time to review the completed document and confirm any execution formalities.