A co founder walks out of a Pune startup nine months in, and the company wants the shares back. With nothing signed, that argument turns into a suit. Section 12A of the Commercial Courts Act 2015 blocks a suit claiming no urgent interim relief until pre institution mediation is finished. That mediation runs up to three months, and two more by consent. Maharashtra has specified ₹50,00,000 as the value at which the commercial track opens across the State, so smaller founder fights begin as ordinary civil suits at Pune. A founders agreement decides the exit long before any of that machinery is reached.
What has to be settled between the founders before drafting starts?
Bring four answers to the first call. Who holds what percentage on the day of signing. What each founder is actually putting in, whether that is cash, code, machine time or customer relationships. How long a founder has to stay before that equity is theirs to keep. And what the company may buy back when someone leaves early.
Two further decisions change the drafting itself. Whether the company already exists, because a pre incorporation agreement has to survive being folded into the articles later. And whether outside money is coming, since an investor reads this document during diligence and will ask why its numbers differ from the cap table.
Founders who arrive with those answers get a draft in two days. Founders who use the first call to negotiate with each other take longer, and that is fine. The conversation is cheaper now than in front of a mediator.
Who in Pune actually needs a founders agreement, and who does not?
Not everyone selling you one has checked whether you need it.
- Two founders building a D2C label out of Baner, one holding the brand and the supplier list, the other funding the first production run. Equity, the trade mark and the exit terms all live in this document.
- A family manufacturing business in Pimpri bringing the second generation in and converting the firm into a private limited company. Share capital, roles and voting get settled here, before the conversion paperwork begins.
- A Hinjawadi software team where one founder writes the product and another sells it. The IP assignment clause is the whole reason to sign.
- A Kharadi services firm adding a third partner after eighteen months of trading. The original two need their own terms recorded before the third arrives.
Some teams can wait. A single founder running an OPC or a proprietorship from Kothrud has nobody to agree with. A team that has already signed a full shareholders agreement with an investor usually needs an amendment to that document, not a second one quietly contradicting it.
Does any Pune authority approve this document, and does your address change it?
Nobody issues, approves or countersigns a founders agreement. No registrar sees it and no licence attaches to it. PMC and PCMC have no role in it, and neither do the cantonment boards at Camp, Khadki and Dehu Road, whose powers reach trades rather than private contracts between founders.
Your Pune address still decides three things. It fixes Maharashtra as the stamp jurisdiction, so duty is worked out under the Maharashtra Stamp Act 1958 and paid through GRAS or the e-SBTR route. It decides which office takes any related document you do have to register. Pune city registers through 27 numbered Haveli Joint Sub Registrar offices, and Pune Rural has 22 of its own, so a Chakan or Talegaon property never reaches a Haveli counter. And it puts the department's own head at your end of the state, because the Inspector General of Registration and Controller of Stamps for Maharashtra sits at Pune.
One neighbouring document catches founders out. Where the office you name in the agreement is held on leave and licence, that agreement is compulsorily registrable under section 55 of the Maharashtra Rent Control Act 1999, and it is the landlord who carries that obligation.
What does a founders agreement cost in Pune, and which clauses have to be in it?
The fee is ₹4,999, delivered in 2 to 3 days, covering the drafting, a CS review and your revisions. No government fee attaches, because no government office receives the document. The only statutory money is the stamp duty, and that is computed before signature rather than guessed at.
Below is the clause set every Pune draft of ours is checked against. Where a founder wants something left out, we record it as a decision rather than an omission. The clause by clause reasoning behind each one sits in how founders agreements work across India.
| Clause | What it has to fix | Where Pune drafts go wrong |
|---|---|---|
| Equity and vesting | Percentages at signing, the cliff, the monthly schedule after it | Split written, vesting forgotten |
| IP assignment | Code, designs, brand and customer data belong to the company | Assignment starts only at incorporation |
| Roles and reserved matters | Who signs, who hires, what needs every founder to agree | Titles listed, decision rights not |
| Exit and buyback | Notice, valuation basis, who may buy the shares back | Buyback promised with no price mechanism |
| Restraint and confidentiality | Duration, territory, what counts as a competing business | Lifted from an American template |
| Governing law and forum | Indian law, disputes heard by the courts at Pune | A forum named that neither founder lives near |
How we draft it from our side
- Founder call. We take the cap table, what each founder contributes and whatever exit terms you have already discussed, then flag the ones you have not.
- Clause sheet. You get a short sheet of decisions in plain words before any drafting begins, and both founders sign off on it.
- Drafting and review. A company secretary on our team drafts, and a second reviewer reads the draft against your clause sheet instead of against a template.
- Revisions. You mark what needs changing. Most Pune files close in a single round and two rounds are included in the fee.
- Stamping and signature. We compute the Maharashtra duty, walk you through the GRAS or e-SBTR payment, and hand over a dated execution checklist.
How long does it hold, and what do signing and stamping need?
The agreement runs until the founders replace it, which usually happens when a shareholders agreement and amended articles take over at the first funding round. There is no renewal date, so the dates that matter are inside it. The commencement date drives every vesting calculation, and a document signed in March but dated January starts the cliff in January.
Stamp duty in Maharashtra turns on the instrument and its value, and Schedule I was amended in 2025, so we compute the exact figure against the current schedule before execution instead of quoting one here. Payment runs through GRAS, the receipt system the Maharashtra Stamp Act names itself, or through the e-SBTR route.
When vesting later moves actual shares, a different rate governs. Duty on transfer of securities on delivery basis has been 0.015 percent since 1 July 2020 and is collected through the depository, so a Pune shareholder buys no physical transfer stamps. Should the company then refuse to record a transfer, sections 58 and 59 of the Companies Act 2013 send that fight to the NCLT Mumbai Bench. Drafting the buyback mechanism properly the first time keeps you out of that queue.
What does LegalX India add to a founders agreement?
We draft founders agreements for teams right across Pune district, from Hinjawadi product companies to Pimpri manufacturers, and the local work is the part a template skips. That means the Maharashtra duty computation, the execution sequence in the right order, and a forum clause matching where a Pune dispute is really heard.
Our Pune office is at Yashwant Nagar, Near Bharatiya Samajseva, Yerwada, Pune 411006, and the engagement runs online with CA and CS support throughout. More than 15,000 businesses have worked with LegalX India, and an expert callback within 30 minutes is there whenever you want one. Come to the office instead if you would rather sit across a table while you argue about equity.