A group of four of us, 3 scientists and a business person meshed three different sciences together. Two of the sciences are coming from two different universities independantly and the third science is our own. Regarding the option rights of one of the sciences from the university according to the option agreement, as part of the restrictions for ownership, the four of us partners are not allowed to become part of the management. We must hire a management team and remain only founders. In other words, none of us can become CEO, COO CSO of this newly formed company in order to obtain the rights to the intellectual property for this one science. We need this intellectual property for the entire new product to successfully work. What do we do? What exactly is the role of the founders vs the management team. Can we still maintain control of the company if we are not part of the management team. I am so frustrated right now. I have never been in this type of situation before.
I would suggest that you all hold board positions and one of you should be chairman of the board. That way, you control the direction of the company.
You can also give yourself founders stock and/or issue preferred stock in exchange for the IP rights. This preferred stock will be owned by the founders and can have a majority position until you start to get the big money. The deal would be structured so that this preferred stock would always have a board seat, for example.
In reality, when your company grows and starts to obtain VC investment, you will lose control. The trick is to hold on to it as long as it makes sense.
I would also suggest you talk to a startup lawyer and explain to him your situation. I am sure you can work something out.
Find a good lawyer I think this guys are pretty good http://www.startupcompanylawyer.com/2010/03/14/how-do-the-sample-series-seed-financing-documents-differ-from-typical-series-a-financing-documents/