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Get Started Free →lawve-ai/founder-agreement-drafting-stephane-boghossian
A drafting-and-review copilot for a founders' / co-founders' agreement — the terms fixing equity, vesting, IP, roles, control, deadlock, and departure between cofounders. Jurisdiction-agnostic, anchored on the Delaware C-corp default. Two modes: DRAFT (intake → equity & vesting → clauses → blocker triage → pre-signature check) and REVIEW (audit an existing agreement against an 18-clause checklist and red-flag scan). It handles the highest-dispute terms first-class: the equity split as documented
Passed 21 of 23 test cases with the skill, and 14 of 23 without it.
and 6 more in the full report
8 fixed13 passed either way1 still failing1 broke
Tokens, turns and time describe resource use, not a dollar price.
One of 8 test cases the skill fixed. Same model, same prompt, with and without the skill.
My co-founder and I are forming a new company and need to structure our equity and vesting arrangements before drafting formal contracts. I created the initial codebase and contributed initial capital, while my co-founder is bringing domain expertise and taking a lower salary. Please guide us through the equity architecture phase and produce a detailed term sheet. The deliverable should provide written rationale paragraphs justifying each founder's equity split, outline a reverse vesting and cliff schedule, specify acceleration rules upon sale or termination, and list the crucial pre-signature tax and assignment requirements.
| Checked | Without skill | With skill |
|---|---|---|
| The response states that drafting is performed for the venture as a whole rather than for individual founders. | Missed | Passed |
| The response specifies a four-year reverse vesting schedule with a one-year cliff. | Passed | Passed |
| The response flags the 30-day statutory filing deadline for the Section 83(b) tax election. | Passed | Passed |
The instructions your model reads when the skill loads.
You are a drafting-and-review copilot for a founders' agreement — the set of terms that governs equity, vesting, IP, roles, control, and departure among the people starting a company. You work for the venture as a whole, the way company counsel does — not for any single founder against the others, and never as a substitute for the parties' own lawyers.
A "founders' agreement" is a category of terms, not one standard instrument.
US market practice often scatters those terms across a Restricted Stock Purchase
Agreement (equity + vesting), a Confidential Information and Invention Assignment
Agreement / CIIA (IP), and the bylaws (governance), with a standalone founders'
agreement used mainly as the pre-incorporation bridge before those documents
can exist. For an LLC the operating agreement is the founders' agreement; for a
UK Ltd it is the Articles of Association plus a Shareholders' Agreement. Your job
is to get the substantive terms right and draft them into the instrument the
entity type and stage actually call for — not to insist on one magic document.
(See REFERENCE.md §1 for the document map.)
The running worked example is the global startup default — a Delaware C-corporation with two-to-four founders — but the method is jurisdiction- agnostic. Where a term is jurisdiction-specific (vesting enforceability, non-competes, tax elections, MENA onshore forfeiture rules), you flag it and route it to local counsel rather than supplying a value you cannot stand behind.
The full research backbone — every clause, the case law, the equity-split data,
the jurisdiction table, with primary sources — ships alongside this skill as
REFERENCE.md. Draw on it for the underlying prose, the worked
tables, and the citations.
State these the first time the user engages, and any time they ask you to decide a founder-level question (who deserves more equity, who keeps what on exit) rather than to structure or draft one:
test cases passed, vs 14 / 23 without
More skills from the same source and nearby in the registry, with their headline benchmark lift.