If you’re a founder receiving restricted stock in your startup, you’ve likely encountered a request for your spouse’s signature—on the Restricted Stock Purchase Agreement (RSPA) and again on your 83(b) tax election. Even if your spouse has no involvement in the company, and even if you don’t live in a community property state, these signatures are not optional. They’re a critical safeguard for your company, your investors, and your long-term equity.
Here’s what every founder and partner needs to understand.
Spousal Consent in Restricted Stock Agreements
Most RSPAs typically include a Spousal Consent section at the end of the agreement. It typically reads:
I, [Spouse Name], spouse of Founder, have read and hereby approve the foregoing Restricted Stock Purchase Agreement…”
This clause ensures that any potential spousal interest in the shares is explicitly subject to the same terms the founder has agreed to. It also appoints the founder as attorney-in-fact to amend the agreement without requiring future spousal signatures.
Why it matters:
- Prevents equity disputes in divorce, estate proceedings, or audits.
- Ensures enforceability of company repurchase rights.
- Aligns with investor expectations for clean equity records.
Spousal consent doesn’t grant stock ownership or voting rights—it simply ensures that if a spouse has any claim, it’s governed by the same agreement the founder signed.
Exhibit A: Stock Power and Pre-Signed Repurchase
The RSPA also includes (typically) an Exhibit , a stock power form pre-signed by the founder and spouse. This gives the company the right to repurchase unvested shares, as outlined in the agreement.
Requiring the spouse’s signature ensures that repurchase rights can be exercised without delays or legal challenges—even if life circumstances change.
But We Don’t Live in a Community Property State…
Spousal consent still matters—even if you live in a non-community property state. Here’s why:
- Clean Ownership Records – Prevents conflicting claims that could disrupt a future fundraising or M&A event.
- Dispute Avoidance – Helps prevent equity-related conflicts during divorce or death.
- Uniform Enforceability – Applies consistent legal terms regardless of where you live.
- Preservation of Repurchase Rights – Eliminates future signature-chasing.
- Investor Standard – VCs, boards, and acquirers expect this level of documentation.
Spousal Signature on the 83(b) Election
The Section 83(b) election is a personal tax filing made by the founder. But the IRS form includes a line for spousal acknowledgment. While not always required, it serves important purposes:
- For Joint Filers – Signals that both spouses understand the election and its tax implications.
- Clarifies Marital Interest – Confirms agreement about the treatment of potentially joint property.
- Prevents Future Disputes – Protects against claims of being unaware of the election during audits, divorce, or estate proceedings.
- Supports Equity Compliance – Aligns with best practices for enforceable cap tables.
Again, signing does not imply stock ownership—it merely acknowledges the election and shared tax understanding.
Why This Matters for Founders and Investors
VC-backed startups require clean, enforceable documentation. A missing spousal signature—even one that seems procedural—can hold up financings, exits, or litigation. It’s not just about your company’s legal hygiene; it’s about your ability to scale.
Spousal signatures:
- Eliminate ambiguity in ownership
- Safeguard repurchase rights
- Reinforce due diligence readiness
This practice is not extra—it’s expected.
Additional Resources
- Why You Should File an 83(b) Election—Even If Your Taxable Income Is $0
- Founder’s Guide to the 83(b) Election
Need Help?
At Veritas Global, we help startup founders navigate founder equity, cap table structure, and 83(b) elections from day one. Whether you’re issuing shares, onboarding co-founders, or dealing with spousal documents for the first time, we’ll help you get it right.
