Decision-Making & Voting
Without a plan for who decides what, even choosing office chairs can start a cold war. The day-to-day questions start piling up. Should we hire this engineer? Take that investor meeting? Pivot the product? Left undefined, these decisions can quietly blow up trust.
This section is where you make it concrete: who signs off on what, when a decision needs a vote, and how ties get broken. Defining it now means that when disagreements inevitably come, you have a clear, agreed-upon way to move forward without derailing.
This determines whether a cofounder with more equity gets proportionally more say in decisions.
Should equity ownership reflect voting power?
Voting weight tied to equity %
All founders have equal vote
Deadlocks can paralyze a company. A predetermined resolution method prevents permanent stalemates.
If cofounders are deadlocked, how should the tie be resolved?
A shotgun clause lets one cofounder offer to buy the other out. The receiving party must either accept or buy the offering party out at the same price — creating a fair, self-enforcing mechanism.
Do you want to include a shotgun clause if cofounders cannot resolve deadlocks?