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Founder Roles

Founder Roles

Founder roles is the explicit division of responsibilities, decision-making authority, accountability, and titles among co-founders, ideally documented at company formation in the founders agreement. The discipline exists to prevent the ambiguity that compounds into founder conflict over time. The typical division involves one founder taking the CEO role (strategy, fundraising, external relationships) and others taking domain-specific roles (CTO for technical leadership, COO for operations, CPO for product). The structural clarity matters more than the specific division: clear-division-A and clear-division-B both work fine, while ambiguity in either direction fails. It is the foundational structural decision that determines ho...



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Reverse Merger

Reverse Merger

A reverse merger is a transaction in which a private company acquires a publicly-traded shell company to become public without a traditional IPO. Also called a reverse takeover (RTO), it merges the private company's operations into the public entity, typically using a dormant public company with little or no operations as the shell. It is the predecessor mechanic to the SPAC structure, was historically used by smaller companies as a cheaper alternative to IPO, and has largely been displaced by SPACs and direct listings in modern practice.

The mechanic: a private company identifies a public shell company (often a former operating company that has shed most of its assets but kept its public listing, or a company specifically cr...



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Growth Strategy

Growth Strategy

A growth strategy is the explicit plan for how a company will scale revenue over a defined period, typically 1-3 years. It specifies the growth levers the company will pull (acquisition, expansion, retention, pricing, geographic, product), resource allocation across those levers, and the metrics that will track success. The discipline is making prioritization explicit rather than treating all levers as equally important, which means none get the focused investment to actually compound. Growth strategy is the operating layer below go-to-market: GTM defines how you reach customers; growth strategy defines how you scale revenue with them, and a well-executed strategy pushes a company from early traction into a genuine [Scale-Up...



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Cofounder Dating

Cofounder Dating

Cofounder dating is the evaluation period (typically 1-3 months) between potential cofounders before formalizing the partnership with a founders agreement and equity allocation. It is designed to test working compatibility through actual collaborative work (not just conversations), complementary skills coverage of what the business actually needs, value alignment on the fundamental questions (vision, ambition, work intensity, ethics, exit goals), and shared vision for the company being built. The discipline matters because the cost of formalizing a bad cofounder partnership and then breaking up is enormous (it typically destroys the company) compared to the cost of a thorough dating period upfront. It is the structural proc...



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Spousal Consent

Spousal Consent

Spousal consent is the document where a founder's or employee's spouse acknowledges and agrees to the company's equity terms (vesting, transfer restrictions, repurchase rights). It is important in community property states (CA, TX, WA, AZ, NV, ID, LA, NM, WI) where state law may give the spouse a legal interest in equity acquired during marriage, binding the spouse to the same restrictions and preventing complications from divorce, death, or transfer. It's a small piece of paperwork that prevents large complications later.

The community property concept:

Community property states (9 states): California, Texas, Washington, Arizona, Nevada, Idaho, Louisiana, New Mexico, Wisconsin.

Default rule: assets acquired during marriage ...



Article

CEO

CEO

The CEO (Chief Executive Officer) is the highest-ranking executive of a company, responsible for strategy, capital allocation, top-level hiring, and accountability to the board. The role also owns key external relationships with investors, the board, major customers, and partners. At most venture-backed startups it is held by a founder (the "founder-CEO") during early and growth stages, sometimes transitioned to a "hired CEO" during scale-up or later stages. It is the role that anchors the company's strategic direction and the position where most operational authority concentrates in venture-backed companies.

The core responsibilities of a CEO:

  • Strategy: setting the company's strategic direction, prioritizing markets and products, deci...


Article

Brand Voice

Brand Voice

Brand voice is the consistent personality and writing style that distinguishes how a brand communicates across all channels. It spans website copy, email, social media, product copy, customer support, sales materials, blog posts, and error messages, defined by specific personality traits (friendly, expert, irreverent, warm, technical) that create recognition across touchpoints. It's the verbal counterpart to visual brand identity; both should work together to create a distinctive brand experience.

What brand voice consists of:

Personality traits: 3-5 adjectives describing how the brand sounds (e.g., "friendly expert," "trusted advisor," "irreverent guide," "no-nonsense partner").

Tone variations: how voice shifts in different co...



Article

Legal Structure

Legal Structure

The legal architecture that holds a startup together. This cluster covers entity types and formation (LLC, C-corp, Delaware), governance (board, officers, fiduciary duty), IP protection (trademark, patent, copyright, work-for-hire), employment law (NDAs, non-competes, employment agreements), commercial contracts (MSA, indemnification, arbitration), and privacy/compliance (SOC 2, GDPR, DPAs). 46 entries.

Founders skip this stuff until they can't. The cost of getting it right early is low; the cost of getting it wrong is brutal at diligence or in court.

Entity formation and types



Article

Voting Rights

Voting Rights

Voting rights are the contractual rights of each share class to vote on corporate matters such as director elections, mergers, and charter amendments. They are typically structured as one vote per share for common and vote-as-converted for preferred, with separate class votes and supermajority thresholds creating control structures that can diverge significantly from raw ownership percentages. It is the mechanic by which equity ownership translates (or fails to translate) into governance control.

The structural layers of voting rights in a typical venture-backed cap table:

  • General matters (election of directors, ordinary business): all stockholders (common and preferred, voting on as-converted basis) vote together as a single...


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Supermajority Vote

Supermajority Vote

A supermajority vote is an approval requirement set higher than a simple majority of the relevant voting power, typically 66.67% (two-thirds) or 75% (three-fourths). It applies to outstanding shares, the relevant class of preferred, the board, or other defined voting body, used for corporate matters significant enough that a simple majority is considered insufficient protection against changes affecting minority interests. It is a structural protection that creates higher barriers to action on matters where minority stockholders or specific share classes need elevated consent rights.

The contexts where supermajority votes appear in venture-backed companies:

  • Bylaw amendments: many corporate bylaws require supermajority bo...


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