Client
Our client TNC Africa Limited is a TV production company dedicated to sharing authentic African stories with a global audience. They collaborate with skilled storytellers and creators through dramatic productions to bring Africa's unique themes and narratives to life, showcasing the region's rich culture and heritage.
Problem
As the company prepared for significant growth and potential partnerships, the founders recognized the absence of a formalized agreement to govern their working relationship. Without a comprehensive Founders Agreement, they faced potential conflicts over key areas such as creative control, intellectual property ownership, and equity distribution. These unresolved issues could compromise both their creative vision and their ability to scale. To safeguard their future, they needed a robust agreement that would not only clarify roles and responsibilities but also protect their creative assets and ensure a fair and structured approach to decision-making. The founders sought our expertise to develop a customized solution that addressed these concerns and set a clear course for the company's growth.
Approach
Our approach focused on drafting a tailored Founders Agreement that accounted for the company’s unique needs and long-term goals. This process included the following steps:
- Initial Consultation and Needs Assessment: We conducted in-depth consultations with the founders to understand their individual contributions, creative roles, and vision for the company's future. This enabled us to identify key focus areas including creative roles, content ownership, equity vesting, and decision-making processes.
- Leveraging insights from our consultations, we developed a Founders Agreement that addressed the critical areas necessary to support the company’s growth and protect its assets:
- Roles and Responsibilities: We clearly defined each founder's role in creative development, business operations, and content production, ensuring alignment on project management and business development duties.
- Equity Allocation and Vesting Structure: To promote long-term commitment, we outlined an equity vesting schedule that protected the company in the event of a founder’s premature departure. This structure provided clear guidelines on ownership while preserving flexibility
- Intellectual Property (IP) Rights: We established provisions that granted the company ownership of all original content produced by the founders, ensuring that all current and future productions remained company assets. At the same time, we carved out protection for each founder’s pre-existing IP that was not related to the company.
- Decision-Making and Creative Direction: A clear framework was created for decision-making around project selection, creative direction, and dispute resolution, ensuring streamlined processes for moving projects forward while safeguarding creative integrity.
- Confidentiality and Non-Compete Clauses: We included confidentiality provisions to safeguard proprietary content and non-compete clauses to prevent founders from engaging in competing projects outside the company.
- Exit and Succession Planning: We outlined procedures for managing the exit of a founder, ensuring the company’s continuity and clarifying how equity and responsibilities would be handled in such scenarios.
- Execution and Implementation: We outlined procedures for managing the exit of a founder, ensuring the company’s continuity and clarifying how equity and responsibilities would be handled in such scenarios.
Result
The Founders Agreement provided the company with a solid legal framework to support its collaboration and growth. By defining roles, implementing an equity vesting schedule, and establishing clear decision-making processes, the founders were equipped to maintain creative control while ensuring long-term alignment. The agreement safeguarded their mission, incentivized continued commitment, and positioned the company for future partnerships and investment.
