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May 17, 2026Manufacturing & Service Operations Management0 citations

Startup Contracting and Entrepreneur-Investor Bargaining

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EKEvgeny KaganKHKyle HyndmanAQAnyan Qi

Key Points

  • This paper explores how negotiation conditions and contract complexity affect equity splits between entrepreneurs and investors.
  • Theoretical model developed to assess investor negotiations.
  • Laboratory experiments conducted to analyze bargaining effects and contract terms.
  • Evaluation of ownership split variations based on investor count and protection clauses.
  • Negotiating with multiple investors typically decreases entrepreneur profits.
  • Investor downside protections may hurt early-stage startups but help later-stage ones.
  • Refined belief modeling aligns empirical results with theoretical predictions.

Abstract

Problem definition: To grow their businesses, entrepreneurs often rely on equity funding. This paper focuses on two elements of entrepreneur-investor equity negotiations: the number of potential investors and the contractual complexity surrounding investor protection. Methodology/results: Our approach involves a theoretical model and a series of laboratory experiments that analyze the effects of different bargaining conditions and contractual terms on the equity (ownership) split between entrepreneurs and their investors. We show that the conventional wisdom that entrepreneurs should seek to negotiate with as many investors as possible, although consistent with the theoretical model, is not true in the data. Indeed, negotiating with multiple investors reduces the entrepreneur’s profits under most conditions. We also show that investor downside protections may disadvantage early-stage startups but can be beneficial to later-stage startups. A refinement of belief modeling in multiparty bargaining, as well as a stylized risk allocation framework, reconcile these results with theory predictions. Managerial implications: Our findings provide a decision framework for entrepreneurs to optimize their approach to investors and negotiate favorable contractual terms. Supplemental Material: The electronic companion is available at https://doi.org/10.1287/msom.2024.1228 .

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Cite This Study

Kagan et al. (2026) studied this question.

synapsesocial.com/papers/6a095c037880e6d24efe1f4fhttps://doi.org/10.1287/msom.2024.1228
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