Founder & Advisor Proposal

7P Kitchen
Software

CTO, Board-Level Advisory & Product Technology Equity Participation

Prepared For Davy Watson, Founder of 7P
Prepared By Theo Popescu
Jurisdiction Queensland, Australia
Purpose Founder, Accountant & Financial Advisor Review
01

Executive Summary

7P has reached a critical transition point. The business has progressed well beyond concept stage — a significant working prototype has already been developed by the founder using Git, Vercel and Supabase, with approximately 50% of the intended product already functioning and further features continuing to be added.

This is a strong foundation. It demonstrates founder initiative, product vision and early execution. The next stage, however, requires a more structured technology and product delivery model.

Theo Popescu is proposing to join 7P as CTO, board-level advisor and product/technology lead with equity, taking full technical ownership of the platform and helping guide the business from working prototype to professional MVP, commercial launch and future scale.

25% Equity
Initial Issue
10%
Vesting (24mo)
15%
Salary
Nil

This structure recognises Theo's contribution as a founder-grade technology partner who brings prior exits, SaaS experience, enterprise automation credibility, development team leadership, commercial product judgement and no initial salary burden to the company.

02

Current Position of 7P

7P is a kitchen software platform currently in prototype/MVP stage. The founder has already created a significant working product base using modern development tools.

The existing prototype places 7P in a strong early position — it is not merely an idea. It already has a tangible product foundation that can be reviewed, hardened, structured and developed into a commercial software platform.

The next stage should focus on converting the current prototype into a properly managed technology asset. Key priorities include:

This is the stage where technical leadership becomes commercially material.

03

Theo's Personal Contribution

Theo Popescu brings a rare combination of technical depth, founder experience, board-level judgement, commercial execution and software company-building capability. His value is not limited to managing developers or reviewing code — he has repeatedly helped build and scale technology-led businesses across SaaS, fintech, automation, logistics, AI and emerging technology sectors.

Technical Director, APAC
Hyperscience
Helped launch and establish the APAC region for one of the world's leading intelligent document processing and automation companies — enterprise automation, AI-enabled workflow transformation, solution design and commercialisation of complex software platforms.
Co-Founder, CTO & Board Member
Midfunder
Co-founded a Swiss peer-to-peer lending platform that achieved a successful exit. Demonstrates ability to operate in regulated technology environments, contribute at board level, and align technology with commercial outcomes.
Co-Founder & CTO
Forum
Helped scale the business to approximately 140 staff and ~$200M in turnover before a successful exit. Reflects the ability to scale beyond early product development into real operating infrastructure, team growth and revenue.
Automation Consultant
Westpac
Headhunted to consult with Westpac's Robotics and Automation team — enterprise-level credibility across automation strategy, process transformation, systems thinking and governance-heavy environments.
Co-Founder & CTO
SolBox
Australian logistics optimisation SaaS platform serving hundreds of customers domestically and internationally. Operational workflow software, integrations, mobile applications, customer portals, live tracking and development team leadership.
Founder
Spatiar
Spatial web and AR advertising platform — current experience in early-stage product strategy, investor materials, platform architecture, AI workflows and emerging technology positioning.
Stage Theo's Relevant Experience
Concept to MVPFounder and CTO across multiple ventures
MVP to commercial platformSolBox, Midfunder, Forum
Team scalingForum to 140 staff; SolBox team leadership
Enterprise credibilityHyperscience APAC; Westpac automation
Investor & advisor readinessMidfunder exit; SolBox growth; Spatiar investor materials
Technical governanceSaaS, fintech, logistics, automation and AI systems
Exit experienceMidfunder and Forum successful exits
04

Development Team Contribution

Theo will bring access to a partner development capability on a paid engagement basis. The proposed development capability includes senior architect, full stack developer, front-end developer, QA engineer, automation QA, UI/UX designer, DevOps/cloud specialist, project manager and mobile development capability.

The development team would be paid separately by 7P and would not be included as part of Theo's equity contribution. Theo's contribution is the leadership, structuring and governance of that development capability.

Without experienced technical leadership, simply engaging developers can lead to cost overruns, duplicated work, weak architecture, poor quality control and misaligned feature delivery. Theo's role is to ensure development spend is directed toward building a reliable commercial product — not just producing code.

ContributionCommercial BenefitRisk Reduced
CTO-level technical leadershipConverts prototype into scalable platformTechnical failure risk
Architecture reviewPrevents expensive rebuilds laterHidden technical debt
CI/CD and lifecycle setupEnables controlled releasesDeployment risk
QA and automation processImproves product reliabilityCustomer churn risk
Product roadmap disciplineFocuses effort on commercial prioritiesWasted development spend
Dev team governanceMakes paid team more effectiveCost blowout risk
No initial salaryPreserves early-stage cashImmediate burn
05

Equity Request

Theo originally sought 33% ordinary equity. Recognising that Davy has already created the original concept and built a meaningful working prototype, Theo is prepared to accept 25% ordinary equity.

Total Equity
25%
Ordinary shares
Initial Issue
10%
On signing / appointment
Vesting Equity
15%
Over 24 months
Salary
Nil
Initially
Cliff Period
3 months
On vesting equity only
Board Seat
Yes
Full board-level governance

A traditional 12-month cliff is not recommended because Theo is accepting no salary initially and contributing at founder-level. A 3-month mutual confirmation period is fairer for both parties.

06

Recommended Vesting Structure

The additional 15% should vest over 24 months using a hybrid model:

This rewards both continued contribution and actual commercial progress.

Equity ComponentPercentageTreatment
Initial equity10%Issued on signing or formal appointment
Vesting equity15%Vests over 24 months (hybrid model)
Total25%Ordinary shares
07

Proposed Vesting Milestones

Five milestone tranches combine to deliver the full vesting equity alongside the initial grant.

Initial Grant
10%
Signing of agreement and formal appointment as CTO.
Tranche 1
3%
Completion of technical audit, architecture review, technical risk register and delivery roadmap.
Tranche 2
3%
CI/CD, development lifecycle, environments, QA process and release structure established.
Tranche 3
3%
MVP stabilised and prepared for pilot/customer testing.
Tranche 4
3%
Commercial launch readiness achieved, including documentation, support model and platform reliability.
Tranche 5
3%
24 months' continued CTO/advisory contribution or achievement of agreed strategic product/growth milestones.
08

Recommended First 90-Day Plan

Phase 1
Days 1–30
Discovery & Audit
  • Review current prototype/MVP
  • Review Git, Vercel and Supabase setup
  • Review codebase quality
  • Identify technical debt
  • Identify security and access risks
  • Create technical risk register
  • Create development roadmap
  • Confirm development team requirements
  • Establish delivery governance
Phase 2
Days 31–60
Build Foundation
  • Implement professional development lifecycle
  • Establish dev, staging and production environments
  • Set up CI/CD
  • Establish QA workflow
  • Prioritise MVP scope
  • Begin stabilisation work
  • Prepare delivery cadence
  • Review development budget
Phase 3
Days 61–90
Pilot Readiness
  • Move platform toward pilot readiness
  • Begin structured feature delivery
  • Create customer/investor demo pathway
  • Establish documentation foundations
  • Confirm commercial launch milestones
  • Review mobile development pathway
  • Report progress to founder/board
09

Governance & Decision Rights

Because Theo is taking full technical ownership, he requires sufficient authority to deliver the technology outcome while preserving Davy Watson's founder authority over product direction.

AreaAuthority
Board seatTheo holds a board seat
Technical architectureCTO authority
Development standardsCTO authority
Development team selectionCTO approval/recommendation required
Security and platform riskCTO authority
Product roadmapJointly developed by founder and CTO
Product roadmap vetoFounder retains veto authority
Commercial strategyFounder/board authority
Development budgetCTO manages within approved budget
Spend above approved budgetFounder/board approval required

Founder-to-Founder Model

Davy Watson
Founder & Product
  • Founder vision
  • Product direction
  • Product roadmap veto
  • Commercial founder leadership
  • Market/customer insight
  • Company founder control
Jacques Marie
Sales & Marketing
  • Sales strategy and execution
  • Go-to-market planning
  • Customer acquisition
  • Brand and positioning
  • Partnerships and channels
  • Revenue growth leadership
Theo Popescu
Technology & CTO
  • Technical execution
  • Platform architecture
  • Development lifecycle ownership
  • CTO and board-level advisory
  • Product and technology delivery
  • Technology risk management
10

Termination & Acceleration Protection

Because Theo is accepting no salary initially, the equity structure should include fair treatment if the company ends the relationship without cause.

ScenarioTreatment
Voluntary resignationVested shares retained; unvested shares forfeited
Termination for causeVested shares retained; unvested shares forfeited
Termination without causeVested retained + pro-rata recognition + 3–6 months acceleration
Change of control50% of unvested accelerates automatically; 100% if role materially reduced

Dilution protection: Theo's agreed 25% should be calculated on the company's fully diluted share capital before any future external capital raise. After a qualified financing round, Theo's shares dilute pro-rata with other ordinary shareholders.

11

Proposed Commercial Terms Summary

Role
CTO / Board-Level Advisor / Product & Technology Lead
Total Equity
25%
Ordinary shares
Initial Issue
10%
On signing / appointment
Vesting Equity
15%
24 months, hybrid model
Cliff
3 months
Vesting equity only
Salary
Nil
Initially
Dev Team Costs
Paid by 7P
Separately from equity
Board Seat
Yes
Technical Authority
Full ownership
Founder Veto
Retained
Product roadmap
Change of Control
50–100%
Acceleration applies
Dilution
Pro-rata
Post bona fide capital raise
12

Closing Statement

7P has reached the point where its next stage will determine whether it remains a promising prototype or becomes a real software company.

The current prototype provides a strong base. The next phase requires technical leadership, disciplined development, architecture review, QA, CI/CD, security, product governance and commercial launch readiness.

Theo's proposed role is to help convert the founder-built MVP into a professionally managed, commercially viable software platform.

The proposed 25% ordinary equity structure provides alignment between founder vision and technical execution. It recognises Theo's founder-level technology leadership, prior exit experience, board-level judgement, development team governance and commitment to joining without an initial salary.

Subject to legal and accounting review, this proposal provides a fair and commercially practical basis for moving forward collaboratively and giving 7P the technical leadership required for its next stage of growth.

Prepared By
Theo Popescu
ZeroW8 AI Pty Ltd · Brisbane, Queensland
Confidential
For founder, accountant & financial advisor review only.
Not for distribution.