Co Founder Agreement for Singapore

Co Founder Agreement Template for Singapore

A Co-Founder Agreement under Singapore law is a legally binding document that establishes the relationship between founding members of a company. It outlines equity distribution, roles and responsibilities, intellectual property rights, and key operational aspects of the business relationship. The agreement is governed by Singapore's Companies Act and common law principles, providing a framework for dispute resolution and business governance in accordance with Singapore's robust legal system.

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What is a Co Founder Agreement?

The Co-Founder Agreement is essential when establishing a new business venture in Singapore with multiple founding members. This document should be executed at the earliest stages of company formation to clearly define ownership stakes, responsibilities, and expectations. It addresses crucial aspects such as equity distribution, vesting schedules, intellectual property rights, and decision-making processes. Under Singapore's legal framework, this agreement provides founders with protection and clarity while ensuring compliance with local corporate regulations and the Companies Act.

What sections should be included in a Co Founder Agreement?

1. Parties: Identification and details of all co-founders

2. Background: Context of the agreement and business venture

3. Definitions: Key terms used throughout the agreement

4. Roles and Responsibilities: Detailed description of each co-founder's duties and obligations

5. Equity Distribution: Initial shareholding structure and vesting terms

6. Intellectual Property Rights: Ownership and assignment of IP

7. Confidentiality: Protection of company and personal confidential information

8. Term and Termination: Duration and conditions for ending the agreement

What sections are optional to include in a Co Founder Agreement?

1. Non-Compete: Restrictions on competing activities - use when protecting specific market interests or trade secrets

2. Remuneration: Salary, benefits, and compensation structure - use when co-founders will receive regular compensation

3. External Activities: Rules regarding outside business interests - use when co-founders maintain other business interests

4. Death/Incapacity Provisions: Procedures in case of death or incapacity - use for comprehensive succession planning

What schedules should be included in a Co Founder Agreement?

1. Business Plan: Detailed business strategy and objectives

2. Vesting Schedule: Detailed equity vesting timeline and conditions

3. IP Schedule: List of existing IP brought into the business

4. Services Schedule: Detailed description of services to be provided by each founder

5. Share Capital Structure: Detailed breakdown of shareholding and share classes

Authors

Alex Denne

Head of Growth (Open Source Law) @ Genie AI | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Jurisdiction

Singapore

Publisher

Genie AI

Document Type

Agreement Contract

Cost

Free to use
Clauses
Industries

Companies Act (Cap. 50): Primary legislation governing company formation, management, directors' duties, shareholding structures, and corporate governance requirements in Singapore

Employment Act (Cap. 91): Legislation covering employment aspects, working arrangements, compensation, and basic terms of service, which may be relevant even for co-founders who are directors

Securities and Futures Act (Cap. 289): Regulates share issuance, securities trading rules, and investment restrictions that may affect co-founder share arrangements

Contract Law (Common Law): Fundamental principles governing formation of valid contracts, contractual obligations, remedies, and consideration requirements under Singapore's common law system

Intellectual Property Laws: Collection of laws including Copyright Act, Patents Act, and Trade Marks Act governing IP rights and ownership in Singapore

Personal Data Protection Act 2012: Legislation governing the handling of personal data and privacy requirements in Singapore

Competition Law: Regulations governing fair competition and business practices in Singapore market

Income Tax Act: Tax regulations affecting company and individual taxation structures for co-founders

Mediation Act 2017: Framework for mediation as a dispute resolution mechanism in Singapore

Arbitration Act: Legal framework governing arbitration proceedings as an alternative dispute resolution method in Singapore

Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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