A 50/50 company: plan the tie before it becomes a crisis

A 50/50 split can reflect equal contribution and trust. It can also make a fundamental disagreement impossible to resolve through ordinary shareholder voting. The practical question is not whether equal ownership is good or bad. It is which decisions require agreement, what happens while the founders disagree, and how the company keeps paying its obligations. Design the process while both founders still want the same outcome.

Separate operating authority from ownership

List decisions that management can take within an approved budget and decisions reserved for the board or shareholders. The legal organs retain their mandatory responsibilities; a private founder agreement cannot simply transfer every board duty elsewhere. Use clear thresholds and subjects instead of requiring unanimous approval for all expenditure. A routine software renewal should not trigger the same process as issuing shares, selling core intellectual property or taking substantial new debt.

Use an escalation path with a clock

Define what counts as deadlock, who records it and when the founders meet to resolve it. A short written position from each side can expose whether the disagreement concerns facts, values or cash. Mediation or an agreed independent expert may help, but their roles differ: a mediator helps negotiate, while an expert may decide a defined technical or valuation question if the contract says so. Specify the interim operating rules so silence does not freeze every customer obligation.

Do not copy a buy-sell mechanism blindly

A clause that lets one founder set a price and forces the other to buy or sell can favour the person with greater access to money. Consider payment terms, financing, tax, valuation and personal guarantees before adopting it. Example: both founders own half, but only one can fund a quick buyout. A superficially symmetrical clause may produce a very unequal result. Also distinguish a commercial disagreement from misconduct, incapacity or an agreed departure; they need not share the same remedy.

Make the agreement work with the company documents

Check articles, board composition, quorum, signature powers and transfer restrictions together. Ensure new shareholders join the relevant agreement when necessary. Swiss law provides remedies for serious organisational defects or important grounds, but a court process is not a convenient day-to-day tie-breaker. The useful fact is that equal share ownership does not itself define who can sign a contract or approve an operational decision. Map those powers explicitly, then test the process with a failed budget vote and a founder who wants to leave.