Bolt-on vesting for founders, advisors, and early employees
Vesting is the single most effective anti-walkaway mechanism in a startup. It is also routinely missing from Irish startup cap tables. If you already have a shareholders agreement or constitution that does not include vesting, this pack adds it as a standalone side agreement — investor-ready, Companies Act compliant, and enforceable.
What is included
- Vesting schedule tailored to your team (standard 4-year / 1-year cliff or custom)
- Reverse vesting mechanics (company right to repurchase unvested shares at nominal value)
- Good-leaver / bad-leaver definitions
- Accelerated vesting on sale or fundraise (single or double trigger)
- Treatment of IP and confidentiality on leaver events
- E-signing for all parties
Who this is for
Irish companies with founders, advisors or early employees who hold shares without vesting, companies preparing for investment where investors will require vesting as a condition, and late-stage pre-seed teams who were too busy to set vesting up at incorporation.
Process and turnaround
- Purchase — €149 fixed fee.
- Short information form — participants, vesting terms, leaver preferences.
- Drafting — 5 working days.
- Review and e-sign.
Related services
Also consider: Founder Shareholders Agreement, Co-Founder Equity Split Review, Cap Table Legal Health Check.
Frequently asked questions
Why is vesting important for Irish startups?
Without vesting, a co-founder who leaves after three months can keep 25% of the company forever. Investors will either refuse to invest, demand the shares be clawed back as a condition, or deeply discount the valuation. Vesting protects the remaining founders and the company from this scenario by letting the company recover unvested shares when someone leaves.
What is the difference between vesting and reverse vesting?
In forward vesting (common in option schemes), shares are earned over time and not yet owned. In reverse vesting (common for founders who already own shares), founders own the shares outright but the company has a contractual right to repurchase unvested shares at nominal value if the founder leaves. For Irish founders who have already been allotted shares at incorporation, reverse vesting is the usual mechanism.
What is a single-trigger vs double-trigger acceleration?
Single-trigger means vesting accelerates on one event (typically a sale of the company). Double-trigger means two events must occur, typically a sale AND the founder being dismissed without cause within a set period afterwards. Double-trigger is more investor-friendly and is the current market standard for Irish and UK early-stage deals.
Can I use this if I already have a shareholders agreement?
Yes — this is designed as a bolt-on. It sits alongside your existing shareholders agreement and constitution and adds vesting mechanics without rewriting the whole package. If you do not have a shareholders agreement yet, the Founder Shareholders Agreement (€249) includes vesting as standard.
What is a good-leaver vs bad-leaver?
A good-leaver typically keeps their vested shares at fair value. A bad-leaver (usually defined to include gross misconduct, breach of agreement, competition) forfeits shares at nominal value. The specific definitions are negotiable and we draft them to fit your founding team’s agreement.
How long does the drafting take?
Typical turnaround is 5 working days from receipt of the information form.
Need ongoing legal support?
If you want predictable ongoing legal backup rather than just this one-off service, our Monthly Legal Retainer for SMEs gives Irish companies direct access to our team for €149/month — no hourly billing, cancel any time.
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