Rajah Lehal

Tips and Tricks: How to Compensate a New Team Member in Equity

December 27, 2015

Links from this article:money-for-a-startup; seed-round-from-a-vc

Start-up companies often struggle with the valuation calculation, and how to determine the number of shares to issue to a new team member.

A good place to start when thinking about this are the Khan Academy’s Raising Money for a Startup, and Getting a seed round from a VC videos for an excellent and thorough discussion on how to value founder equity vs. new investment. Where the investor is investing cash – think of the new cash as the “sweat equity” provided by your new team member.

Suggested viewing:

  1. https://www.khanacademy.org/science/core-finance/stock-and-bonds/venture-capital-and-capital-markets/v/raising-money-for-a-startup (gets interesting around the 1 minute mark)
  2. https://www.khanacademy.org/science/core-finance/stock-and-bonds/venture-capital-and-capital-markets/v/getting-a-seed-round-from-a-vc (relevant to almost the 6 minute mark).

Once you have had a chance to view the videos, consider that the principles of valuation of time vs. money can be extended to new “sweat” investors by adding additional boxes of value to the table, and issuing a corresponding number of shares to match. Think of the sweat and cash in the company prior to adding on the new founder as the pre-money valuation, and the additional value added by the new investor as post-money valuation.

You may wish to “drip” out the vesting of shares over time. Several instruments can be used for compensating the new team member, including a consulting agreement or option agreement, or both, combined.

Be sure to consult your accountant to discuss the form and value of new shares issued (vs. for example options), as there may be a Canada Revenue Agency revenue amount triggered, if this share issuance is treated as compensation or company earnings and not an investment.

For more information, check out these blog posts:

ESOP
Long Form
Start-up
Valuation of Shares
Human Resources
Articles of Incorporation
All Jurisdictions

Written by Rajah. Rajah Lehal is Founder and CEO of Clausehound.com. Rajah is a legal technologist and technology lawyer who is, together with the Clausehound team, capturing and sharing lawyer expertise, building deal negotiation libraries, teaching negotiation in classrooms, and automating negotiation with software.