The reference document on the shareholders' agreement.
Why it’s essential for founders
- The Galion Term Sheet is a free, open-source letter of intent crafted specifically for startups preparing their first VC-backed fundraising round (Series A). It’s become a trusted playbook in the French Tech ecosystem, with over 20,000 downloads and 52,000 unique visits.
- Built by The Galion Project, a think tank led by seasoned founders like Jean Baptiste Rudelle and Frédéric Mazzella, with legal support from experts at Jones Day and Gide Loyrette Nouel, this tool reflects real entrepreneurial experience.
- It’s designed as a starting point for negotiation, fully annotated and modifiable to suit your specific deal dynamics.
What makes it founder-friendly
- Balanced by design: The clauses strike a pragmatic middle ground between founder interests and investor protections, steering clear of power imbalances.
- Built on real patterns: The template reflects negotiations from dozens of seasoned entrepreneurs, with built-in flexibility, core terms are suggested, while optional clauses are bracketed for context-based adjustment.
- Legal backing included: Every section comes with commentary and, in recent editions, intuitive illustrations to clarify complex terms.
Key components worth paying attention to
- Liquidation preference: A practical carve-out model ensures all shareholders benefit before investors recoup their investment, a fair approach that's rooted in alignment.
- Vesting schedule: Suggested quarterly vesting for co-founders ensures everyone earns equity over time, keeping teams aligned and motivated.
- Board composition: Recommends an independent board member, appointed by mutual agreement, promoting governance balance and maturity.
- Governance clarity: Includes structured terms like veto thresholds, majority decisions, founder exit conditions (leaver clauses), and employee option pools, helping you avoid common pitfalls and maintain flexibility.
Final word to founders
The Galion Term Sheet is more than a legal template, it's a thoughtful, founder-first framework shaped by collective experience. If you're approaching a Series A, this tool gives you a sensible, transparent starting point to negotiate and structure equity terms with confidence.
Explore the full topic on https://www.thegalionproject.com/en/outils/galion-term-sheet
