Dear Farmers,
As you build that company and approach VC & IPO, what do you know about funding process & technicalities, how are you protecting your idea & interest?
Read the below by Barinaada Bema Alexander
“You Can Be the CEO of a Company You Built… and Still Be Replaced
Yes, you read that right.
It’s entirely possible to be the founder, the visionary, the person who started it all and still lose your position as CEO if you don’t have controlling shares or strong legal protections in place.
We’ve seen it happen countless times, even in billion-dollar companies.
Founders get pushed out by their boards or investors because they didn’t structure ownership and governance properly from the start.
HERE IS HOW YOU CAN EASILY BE REPLACED AS CEO
* Equity Dilution
When you raise funds without understanding ownership and voting rights, you can lose majority control.
Investors with significant voting power can influence (or decide) who stays CEO.
*No Founders’ Agreement or Shareholders’ Agreement
Without these documents, there’s no binding structure that protects your decision-making power or sets rules on leadership changes.
*No Protective Provisions
You might own shares in the Company but lack “veto rights” or “reserved matters” clauses that allow you to block certain board decisions (like your own removal).
*Board Control
The board typically appoints and removes the CEO. If your investors or cofounders control the board, they control your position.
Equity is not just about ownership, it is about control.
Every percentage of Equity you give out comes with a vote and sometimes power to decide who runs the company and before you know what’s happening, you end up being voted out of the very company that you started.
*If you’re a founder or cofounder, here’s what you must learn early*
1. Own Strategically, Not Emotionally
You don’t have to own 100% of the shares but own enough to maintain influence.
Structure equity wisely so that even if you raise capital, your voting rights or special class of shares protect your leadership.
2. Get a Solid Shareholders’ Agreement
This document defines who makes what decisions, how leadership transitions happen, and how much power you retain.
The shareholder Agreement is a must have once you have shareholders in your company.
3. Negotiate Founder Protective Clauses
Don’t just sign the shareholder or founders Agreement, negotiate and include clauses that protect your role or give you the right of first refusal, veto rights, or super-voting shares, these clauses ensures that you are legally protected
4. Be Board-Savvy
Understand who sits on your board and how they can influence decisions. You may be the founder, but the board is the real “control room” of your company.
5. Work with Startup Lawyers Early.
Don’t wait until you’re in trouble to seek legal help. A good startup lawyer helps you structure your company to attract investors without losing your power.
(Continued in comment)
The trend continues, with New Mountain continuing to show the incredible amount of opportunity that exists in this space.