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Dead Weight on the Cap Table: Inside the Ugly World of Founder Breakups

47:35
 
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Manage episode 507404701 series 3533520
Content provided by Walter Thompson. All podcast content including episodes, graphics, and podcast descriptions are uploaded and provided directly by Walter Thompson or their podcast platform partner. If you believe someone is using your copyrighted work without your permission, you can follow the process outlined here https://podcastplayer.com/legal.

More startups die from co-founder breakups than from running out of money.

Attorney David Siegel, a partner at Grellas Shah LLP, has spent years inside these conflicts, helping founders navigate everything from equity disputes to emotional meltdowns.

In this conversation, he explains:

  • Why greed and mismatched expectations trigger so many founder breakups
  • How minority founders can protect themselves before they’re pushed out
  • What departing founders can realistically expect to walk away with
  • Why VCs hate “dead weight” on the cap table
  • The emotional toll of disputes — and why lawyers often play part therapist

If you’re thinking about starting a company with someone else, or already rowing in that two-person boat, this episode will show you what’s at stake — and what to do before it’s too late.

If you thought The Social Network had a happy ending, you might want to skip this one.

RUNTIME 47:35 EPISODE BREAKDOWN

(2:15) Disclaimer: “If you're looking for legal advice, that's something to talk to your own lawyer about.”

(4:14) When it comes to equity distribution, “the fifty-fifties are a 5%.”

(7:14) What are the most common triggers that lead to co-founder breakups?

(11:35) What steps can a minority co-founder take to protect their equity in the earliest stages?

(15:23) Ultimately, “the only person the lead investor knows is the majority founder.”

(17:06) As long as you document all oral agreements, “you should be in good shape.”

(20:04) Draw up agreements for any advisors or consultants you add to the cap table.

(22:36) “The initial calls around a co-founder dispute, we play 50% lawyer, 50% therapist.”

(25:17) “Breakups where it's not a surprise to the founder being kicked out are usually the smoothest.”

(28:05) Once outside money comes in, minority co-founders leave with less than they agreed to.

(30:09) How negotiable is retaining the co-founder title after a breakup?

(32:32) Pre-agreed severance and other ideas for reducing financial pain and hard feelings.

(35:05) “What a minority founder can do: you need face time with the investor.”

(38:44) When should the founder with less equity contact a lawyer?

(41:15) The most common mistakes founders make during a breakup.

(44:43) The one thing David wishes more founders understood before picking a co-founder or investor.

LINKS SUBSCRIBE

📥 Get the Fund/Build/Scale newsletter on LinkedIn: https://www.linkedin.com/newsletters/7249143254363856897/

📸 Follow Fund/Build/Scale on Instagram: https://www.instagram.com/fundbuildscale/

Thanks for listening!

Walter.

  continue reading

93 episodes

Artwork
iconShare
 
Manage episode 507404701 series 3533520
Content provided by Walter Thompson. All podcast content including episodes, graphics, and podcast descriptions are uploaded and provided directly by Walter Thompson or their podcast platform partner. If you believe someone is using your copyrighted work without your permission, you can follow the process outlined here https://podcastplayer.com/legal.

More startups die from co-founder breakups than from running out of money.

Attorney David Siegel, a partner at Grellas Shah LLP, has spent years inside these conflicts, helping founders navigate everything from equity disputes to emotional meltdowns.

In this conversation, he explains:

  • Why greed and mismatched expectations trigger so many founder breakups
  • How minority founders can protect themselves before they’re pushed out
  • What departing founders can realistically expect to walk away with
  • Why VCs hate “dead weight” on the cap table
  • The emotional toll of disputes — and why lawyers often play part therapist

If you’re thinking about starting a company with someone else, or already rowing in that two-person boat, this episode will show you what’s at stake — and what to do before it’s too late.

If you thought The Social Network had a happy ending, you might want to skip this one.

RUNTIME 47:35 EPISODE BREAKDOWN

(2:15) Disclaimer: “If you're looking for legal advice, that's something to talk to your own lawyer about.”

(4:14) When it comes to equity distribution, “the fifty-fifties are a 5%.”

(7:14) What are the most common triggers that lead to co-founder breakups?

(11:35) What steps can a minority co-founder take to protect their equity in the earliest stages?

(15:23) Ultimately, “the only person the lead investor knows is the majority founder.”

(17:06) As long as you document all oral agreements, “you should be in good shape.”

(20:04) Draw up agreements for any advisors or consultants you add to the cap table.

(22:36) “The initial calls around a co-founder dispute, we play 50% lawyer, 50% therapist.”

(25:17) “Breakups where it's not a surprise to the founder being kicked out are usually the smoothest.”

(28:05) Once outside money comes in, minority co-founders leave with less than they agreed to.

(30:09) How negotiable is retaining the co-founder title after a breakup?

(32:32) Pre-agreed severance and other ideas for reducing financial pain and hard feelings.

(35:05) “What a minority founder can do: you need face time with the investor.”

(38:44) When should the founder with less equity contact a lawyer?

(41:15) The most common mistakes founders make during a breakup.

(44:43) The one thing David wishes more founders understood before picking a co-founder or investor.

LINKS SUBSCRIBE

📥 Get the Fund/Build/Scale newsletter on LinkedIn: https://www.linkedin.com/newsletters/7249143254363856897/

📸 Follow Fund/Build/Scale on Instagram: https://www.instagram.com/fundbuildscale/

Thanks for listening!

Walter.

  continue reading

93 episodes

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