# Founding documents

URL: /systems/legal-and-corporate/founding-documents · Id: `capability:founding-documents`

> Founding documents give a new Company its bylaws, initial consents, founder stock, vesting, invention assignments and tax elections.

Founding documents give a new [Company](/business/nouns/company) its bylaws or operating agreement, initial consents, founder stock, vesting and invention assignments. Each founder’s tax election is tracked to its 30-day deadline.

## Contract
| Clause | Terms |
| --- | --- |
| Starts | `Company.incorporated`. |
| Drafted from | [Templates](/business/nouns/template) filled with facts the [Startup](/business/nouns/startup) already holds: founders, shares, vesting and the IP it built. |
| Signs | The board consent adopts the bylaws, appoints officers and authorizes founder stock ([Governance](/systems/legal-and-corporate/floor/governance)). Each founder signs their own stock purchase and invention assignment ([Securities](/systems/legal-and-corporate/floor/securities)). |
| Deadline | Each founder’s 83(b) election goes out within 30 days of the stock grant, counted daily. |
| While held | Not used until [Company formation](/systems/legal-and-corporate/entity-formation). |
| Records | The cap table and vesting schedules in [Equity](/systems/equity); the signed [Documents](/business/nouns/document) in [Corporate records](/systems/corporate-records). |

## Verbs
| Verb | Object | Event |
| --- | --- | --- |
| [Document.render](/business/nouns/document/render) | [Document](/business/nouns/document) | [`Document.rendered`](/business/events/Document.rendered) |
| [Agreement.sign](/business/nouns/agreement/sign) | [Agreement](/business/nouns/agreement) | [`Agreement.signed`](/business/events/Agreement.signed) |

## Interfaces
- [API](/code/api/reference)
- [SDK](/code/sdk/reference)
- [CLI](/code/cli/reference)
- [MCP](/code/mcp/reference)

## Upstream
incorporations.legal, under an Agreement.

## Example
Two founders of a podcast-editing service split 6,000,000 shares 60/40 on four-year vesting with a one-year cliff. Both sign their stock purchase and invention assignment in one sitting, and both 83(b) elections are mailed on day 3.