The Dilution Math Your Investor Hopes You Won't Do
7 financial tools every founder needs BEFORE signing a term sheet. Run your numbers. Protect your stake. Stop leaving Crores on the table. Most founders discover these mistakes only after the money hits their account — and by then, the paper is signed.
See How Much of Your Company You're Really Giving Away
Every round dilutes you more. Most founders only look at the first round — but dilution compounds. 20% per round × 4 rounds = 41% of your company gone before you even notice.
Your Round
Your Real Position
LiveWhat Happens If You Do Multiple Rounds?
Assume similar dilution per round. Here's what your stake looks like at each stage — before you sign round 1.
⚠️ You're About to Lose ₹X on This Round Alone
At a ₹100 Cr exit, every 1% of equity is worth ₹1 Cr. Every extra % you give away this round is a Crore missing from your final payout. This is not "just a formality." This is your net worth on paper.
🔥 Pro Tip — The 3 Numbers That Matter
Before signing: (1) Post-money dilution % — not pre. (2) ESOP top-up — who bears it, you or the investor? (3) Anti-dilution clause — is it broad-based or full ratchet? These 3 lines decide your ₹X Cr payout at exit.
Our team has reviewed 400+ term sheets. We'll flag the 5 clauses that most affect your payout.
Running Out of Cash is the #1 Reason Startups Die
38% of startups die from cash exhaustion. It takes 4–6 months to close a round. If your runway is less than that, you're already late. Find out right now.
Your Cash Position
Your Runway Reality
Live⚠️ Warning
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🔥 The Founder's Rule of Thumb
Always raise 18 months of runway, not 12. Why? Raising takes 4–6 months, and buffer rounds take another 2–3. Founders who raise 12-month runways almost always end up doing a down-round — which crushes founder equity 15–30% and demoralises the team.
We'll build your 18-month financial model and match you with investors who fund your stage.
Your Investor is Doing This Math. Are You?
Every VC has a fund model. They need 3x–10x returns per company to make their fund work. If you can't show them a credible path to that return, you won't get funded — no matter how good your product is.
The Investor's View
The Verdict
LiveHow This Compares
⚠️ The Investor's Filter
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🔥 The Truth Nobody Tells Founders
Most VCs reject 99% of decks — but not because the business is bad. They reject because the math doesn't clear their fund model. A ₹100 Cr company can be a great business but a bad VC deal. Understand this and you'll save months of wasted pitching.
We'll model your round in 15 minutes — and tell you honestly if equity or debt is the better path.
Equity is Expensive. Debt is Cheap. Most Founders Use the Wrong Mix.
A ₹2 Cr need doesn't have to cost you 20% of your company. A smart mix of MUDRA / CGTMSE / SIDBI debt and a smaller equity round can save you ₹Crores in future equity. See the trade-off in real numbers.
Your Funding Need
Equity-Only vs Smart Mix
Live⚠️ The Math Nobody Shares
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🔥 The Founder's Playbook
Rule of thumb: If your business has predictable cash flow (e.g., SaaS, services, trading), use debt for up to 40–50% of your need. Collateral-free debt exists up to ₹2 Cr via CGTMSE, ₹10L via MUDRA, and ₹1 Cr via Stand-Up India. Every rupee of equity you DON'T give away is a rupee you keep at exit. Simple math, life-changing result.
We help founders combine MUDRA, CGTMSE, SIDBI, and equity rounds into one clean plan.
Under-Valuing Costs You Equity. Over-Valuing Kills Your Round.
There's a narrow window between "too cheap to accept" and "too expensive to fund." Miss it and you'll either give away the company or never close your round. Here's your actual range.
Your Financials
Your Valuation Range
Live— Fair
— Aggressive
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⚠️ The 3 Valuation Traps That Kill Founders
Trap 1: "We'll figure out valuation later." — You won't; the investor will. And they'll anchor 30–40% below your number. Trap 2: "My friend raised at ₹X Cr." — Their metrics are different. Stop comparing. Trap 3: Over-valuing to look impressive. — You'll fail your next round's milestone and suffer a down-round that wipes out 40% of founder equity. Smart valuation = round you can actually close.
We'll build a proper valuation methodology (multiples + DCF + comparables) that investors respect.
Same Investment, Wildly Different Payouts.
Two investors offer you ₹5 Cr. One with a 1x non-participating liquidation preference, another with 2x participating. On a ₹50 Cr exit, that's a ₹3–5 Cr difference in your pocket. Here's the truth behind the clauses.
The Exit Scenario
Founder Payout by Term Sheet
Live1x Non-Participating
Investor takes 1x their money back OR converts to equity — whichever is higher. Clean and founder-friendly.
1x Participating
Investor gets their money back FIRST, then ALSO shares in the remaining exit proceeds like a common shareholder.
2x Participating
Investor gets 2x their money back FIRST, then ALSO shares in the remaining proceeds. Crushes founder returns on smaller exits.
⚠️ Warning
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🔥 5 Clauses That Silently Rob Founders
1. Participating preference — always negotiate for non-participating. 2. Anti-dilution (full ratchet) — refuse this; insist on broad-based weighted average. 3. Board control — investor + independent can out-vote you. 4. Drag-along rights — can force a sale you don't want. 5. Pro-rata rights — reduces your future round control. Read. Every. Line.
Our partners have reviewed 400+ term sheets. We flag every clause that costs you money.
A ₹100 Cr Exit Doesn't Mean ₹100 Cr in Your Pocket
Investors, ESOP, and preference clauses get paid before founders. Most founders discover their real payout only when the wire transfer arrives — and by then it's too late to negotiate.
The Cap Table
Money Flow
Live⚠️ Reality Check
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🔥 The Small-Exit Trap
On exits below ₹150–200 Cr, participating preference can wipe out 60–90% of founder payout. On a ₹50 Cr exit with a 2x participating preference on ₹25 Cr invested, investors take ₹50 Cr first — leaving almost nothing for founders. This is why every clause matters, even on small rounds.
We'll build a full waterfall for your cap table across 3 exit scenarios (₹50 Cr, ₹200 Cr, ₹1,000 Cr).
The Difference Between a ₹5 Cr Exit and ₹50 Cr Exit
Is rarely the business. It's almost always the paperwork signed in year 1.
Protect What You've Built
Every calculator here exists because a real founder got burned by not running the numbers. You get the math they wish they'd had.
15 Minutes = ₹Crore
A 15-minute session with these tools can literally save you ₹8–10 crore over 5 rounds. No other 15 minutes in your life has that ROI.
Negotiate From Data
Investors respect founders who know their numbers. Walk into a term sheet meeting with these numbers and you'll get better terms.
100% Private
Everything runs in your browser. Nothing is sent to any server. No signup, no email, no tracking. Just math.
From Raw Profile to Investor-Ready in 4 Steps
A structured path from idea to signed term sheet — using the numbers these calculators reveal.
Run The Numbers
Calculate dilution, runway, IRR, and funding mix before you pitch.
Fix The Gaps
Address runway shortfalls, dilution red flags, and unrealistic valuations.
Structure The Round
Blend equity + debt to preserve founder stake and close faster.
Negotiate With Data
Sign a term sheet you actually understand — and can defend.
Frequently Asked Questions
All calculators use standard finance formulas used by VCs, investment banks, and legal counsel — the exact math your investor's team uses. Numbers are indicative and meant for planning. For legal or binding decisions, always consult a startup lawyer and CA.
Debt if you have predictable cash flows, don't need strategic investors, and want to preserve equity. Equity if you're pre-revenue, need brand/network/mentorship, or are building a high-growth tech business. Most founders should use a mix — see Tool 04.
Seed: 15–25%. Series A: 15–20%. Series B+: 10–15%. ESOP top-ups add 5–10% each round. Anything above 30% is aggressive and worth fighting. Anything below 10% may signal an under-valued round.
On a small exit (₹50–150 Cr) with significant capital invested, yes — it can wipe out 60–90% of founder payout. On a large exit (₹500 Cr+), the difference is much smaller. Always calculate your exit waterfall at 3 scenarios (low, base, high) before signing.
It depends on revenue multiples for your sector (Tool 05), growth rate, unit economics, and comparable rounds in your space. Never set a valuation you can't grow into — over-valuing kills your next round.
No. These tools help you understand the math and negotiate better. Funding depends on your business, traction, market, and investors' appetite. What we do offer: a free 15-minute capital strategy call to help you plan the right approach.
No. All calculations run entirely in your browser. Nothing is sent to any server, stored, or shared. When you close the tab, the numbers are gone.
The Time to Run These Numbers is BEFORE You Sign
Founders who calculate before they pitch keep 8–12% more equity on average. That's a home, a retirement, a lifetime of freedom — protected by 15 minutes of math.
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