What should be in a founder or partnership agreement before money changes hands?

Short Answer

Before money changes hands, a founder or partnership agreement should identify the parties, entity, ownership, contributions, conditions to funding, use of money, authority, voting, compensation, distributions, records access, intellectual property, confidentiality, conflicts, transfer limits, additional funding, vesting, defaults, departures, deadlocks, buyouts, valuation, dissolution, and dispute procedures. The agreement should say what happens if a promised contribution never arrives or the venture cannot open. Funds should move through documented channels that match the agreement and company records.

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When This Becomes Urgent

• A founder requests funds before formation or documentation
• Contributions are unequal or include services and property
• One person will control banking or accounting

What Usually Goes Wrong

• Sending money to a personal account
• Calling every payment capital without defining repayment or equity
• Leaving control and failure scenarios unwritten

What to Have Ready

• Draft deal terms and cap table
• Contribution amounts and conditions
• Banking and spending controls
• Roles, milestones, and exit expectations

What Typically Happens Next

1. Identify the business objective, current commitments, and decision deadline.
2. Review the entity records, contracts, approvals, and facts that control the issue.
3. Coordinate tax, licensing, employment, immigration, or other specialized advice where needed.
4. Document the chosen structure and complete filings, consents, and agreements in the correct sequence.

The appropriate sequence and documents depend on the entity, transaction, location, and people involved. This overview is not a prediction of process or outcome.

Related Questions

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• How do I avoid referral and investment scams when moving a business to Miami?

Also review Start a Business in Miami, the Starting or Relocating a Business to Miami hub, and the Ask Aaron hub.

Disclaimer

This is general information, not legal advice. Reading this page or contacting the firm does not create an attorney-client relationship. Requirements and deadlines depend on the facts. If your matter is time sensitive, call the firm.

Source Record

1. Florida Department of State, Division of Corporations, official entity filing and form guidance.
2. Governing municipality and Miami Dade County, official location, use, and local business tax guidance where applicable.
3. Applicable Florida licensing agency for any regulated profession or activity.

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