Equi-tease

Shares, shams, & signatures: promised vs issued equity

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Hey, I’m Tim! ☕

Every Mon and Fri, I help you become the cofounder your startup deserves.

  • Actionable advice: Practical tips you can put into use today.

  • Relatable stories: Real-life experiences from people just like you.

  • Unique insights: Fresh perspectives that you won’t find anywhere else.

Cherrytree is the blueprint to building your dream cofoundership.

PS — If you really want to answer the unGoogleable questions, book time with me for free. I’ve coached dozens of pre-seed/seed stage cofounders.

And if you need legal support for all things cofounder-related (equity, stock grants, incorporation, agreements, fundraising prep) we’ve got you covered too.

Paper Promises

For cofounders, equity is everything.

It’s how you attract talent, motivate your team, and lock in long-term commitment. But there’s a surprisingly common legal oversight that can leave your team (and maybe even you) with zero real equity. 

If I were starting over, this is one of the first things I’d make sure to get right.

Think a cofounder/employee/advisor agreement is enough to grant equity? Think again.

Many cofounders think these agreements actually issue stock or stock options, but they don’t. Instead, they only promise to get board approval and create formal stock purchase or option agreements later.

In other words, signing an agreement and adding shares to Carta/Pulley/Clerky is insufficient.

Proper issuance requires board consent and a stock purchase agreement, along with filing an 83(b) election in most cases.

If you skip these steps, you could end up with people who believe they have equity but legally don’t.

  • Once the company fundraises, you can’t buy shares at the nominal value.

  • To fix it, the company would need a 409A valuation and the cofounder or ”shareholder” would have to pay the full market value for the shares.

  • Either that or you scare away all your potential investors.

You also need to have enough authorized shares under both the company's equity incentive plan and the company's certificate of incorporation.

Avoid these headaches and protect your company’s future. That’s why we’re partnering with Nexus Venture Counsel.

Pocketed Profits

We’ll make sure your equity structure is airtight so you can focus on growing your company.

You can also get:

  • Incorporation filing to avoid tax and liability issues later (s/c-corp, LLC).

  • Fundraising prep so you don’t scare investors away (SAFE, convertible notes).

    • Comes with a FREE data room audit so you’re all nice and buttoned up.

Paperwork matters if your startup is legit.

Click here for a free consultation.

Of course, we’re not the only people who can help you with this. I just wanted to make sure you were aware of this so consult whoever you need to get this sorted out.

If you prefer a DIY approach, check out this article by Carta to get started.

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Thanks y’all,

Tim He

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