Resolving a cofounder conflict in product direction and equity


1

My team has 3 founders: 2 technical & 1 non-technical. We just started a few months ago. The non-technical 1 is like the VP Marketing: has a few key contacts for our launch strategy, built our advisory board through her connections. We're going through a pivot based on private alpha testing, where she is not excited about the new direction and that her key contacts would not add as much value anymore. She wants to play a passive role going forward, which means I either have to reduce her equity significantly or buy her out. What do you think is the best way to handle this?

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asked Apr 29 '12 at 23:30
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Peter
6 points

1 Answer


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Are you incorporated w/ a shareholders agreement and shares already issued? Do you already have investors? If so, your options are going to be limited based on the terms of the agreement and this is more a question for your lawyer - how do you terminate her involvement under the terms of your agreements.

If you don't have any of these in place, it's a different question.

Your startup is only a couple of months old, so I'm sorry to say that you don't really have much of a company right now (especially if you're already talking pivots). For her to be a back-bencher at this point, and still retain any equity would be a problem - she's quitting before you've even really started the hard grind of building a company.

Assuming no investment and no incorporation, I know it sounds harsh, but you need to consider the direction of just removing her from the company w/ no equity. Having a co-founder that is not contributing but still eating up any portion of your capitalization table will cause you problems in the future.

Also - as soon as you incorporate and/or take on investment, put in place founder vesting and clear employment agreements - it'll save you but in these types of situations in the future.

answered Apr 29 '12 at 23:41
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Joseph Fung
1,542 points
  • Thanks for your response Joseph! Fortunately we have not incorporated or anything. I was thinking along the same line as you. Like you said, it seems like paying her for the work she's put in up to this point, say goodbye and start off on a clean makes the most sense – Peter 12 years ago
  • +1 agreed. If the person isn't committed to the direction and wants to leave they should do so with no equity or complaint. Also, you may want to have them sign something acknowledging they will not be receiving any equity or royalty payments since they won't be in the new startup. It probably doesn't need to be too formal as long as she understands it. Don't want her coming back 10 years down the road wanting her 10% of 10 billion ;) – Ryan Doom 11 years ago

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