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content/legal-snippets/workers-capital-rder.md

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+---
+title: Workers Capital Rider
+description: A rider for investment terms that helps ensure a worker-friendly outcome, developed by Eduardo Cabral of Triple Beam Advisors.
+tags:
+    - cooperative
+    - investment
+external_url: https://www.triplebeamadvisors.com/
+files_media: ../../Exit%20to%20Community%20Stories%20&%20Strategies%202ee6f9c491af45648511f5df33c5cfc5/s71818-4403356-175575.pdf
+---
+
+1.  Reserve **X%** of the total financing round (or **$Xk**) for investors committed to:
+    1.  A **capped return model**, targeting no more than **X% IRR or a fixed MOIC**, with excess gains recycled into employee equity pools or retained for other company purposes; and/or
+    2.  **Aligned exit incentives** whereby upon a Corporate Transaction (or other to-be-agreed milestones), investors recoup any gain on their invested capital _only_ if employee ownership pools or other forms of incentive equity (excluding those granted to the founders) also receive at least 50% of the full liquidity they are entitled to under the waterfall provisions (or otherwise distributions will be prorated as needed to ensure an equitable distribution to the employees).
+2.  **Prioritize Shared-Risk & Embedded Shared-Outcome Structures**: Collaborate with Investors who embrace frameworks inspired by solidarity economics and cooperative finance, such as:
+    1.  **Profit-sharing**: Returns tied to enterprise success, not fixed interest;
+    2.  **Worker-Investor Covenants**: Mechanisms (e.g., side agreements, SAFE-like instruments) to ensure capital providers share both upside and downside risk with labor stakeholders.
+    3.  **Worker Friendly Governance**: Optionality for economic rebalancing (e.g., redistributive equity pools triggered at exit).
+    4.  **Vesting-Adjusted Dividends**: Investor dividends accrue but only vest upon equivalent employee profit-sharing milestones.  
+3.  **Transparency & Accountability**:
+    1.  Report annually on progress toward sourcing solidarity-aligned capital, including challenges faced.