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Chapter 8 — Equity Philosophy

Equity represents long-term ownership, responsibility, risk, and value creation.

It should not be considered compensation for isolated short-term tasks.

Ownership should reflect factors such as:

  • original vision;
  • intellectual contribution;
  • engine and platform development;
  • capital and financial risk;
  • leadership responsibility;
  • operational responsibility;
  • commercial contribution;
  • access to customers and markets;
  • execution;
  • long-term commitment;
  • value created for the company.

Vinova Lab expects shareholders to contribute actively to the company's success.

Shareholders' Agreement Topics​

The future shareholders' agreement should address:

  • initial ownership;
  • founder vesting where appropriate;
  • transfer restrictions;
  • rights of first refusal;
  • good-leaver and bad-leaver scenarios;
  • share buyback mechanisms;
  • valuation mechanisms;
  • tag-along rights;
  • drag-along rights;
  • treatment of inactive shareholders;
  • admission of investors;
  • employee equity plans;
  • founder departure;
  • death or permanent incapacity.

Initial Ownership Intent​

The initial intention is for the product and technology founder to retain majority ownership while the operational founder holds a meaningful minority interest.

Exact percentages are confidential and remain to be agreed between the founders.

All equity matters must be reviewed and formalised by qualified legal professionals in the applicable jurisdiction.

The Vinova Lab Blueprint — Version 0.1 — Confidential Working Draft