Term Sheet Negotiation Support.
A term sheet fixes the commercial and control terms of an investment before the binding documents are drafted: valuation, instrument, liquidation preference, anti-dilution, board seats, consent rights, founder vesting and exit rights. We explain what each clause means for you in numbers, model the economics under different exit outcomes, and support negotiation alongside your lawyers.
The initial review and modelling typically take 3–5 working days from receipt of the term sheet and cap table; negotiation support continues until the terms are signed.
A partner — a chartered accountant or company secretary — from the first call to sign-off.
Based on your situation, and fixed in writing before any work starts.
Is this for you?
- Founders who have received one or more term sheets
- Companies raising a priced round through preference shares or convertible instruments
- Promoters negotiating with private equity or strategic investors
What you receive at the end.
- 01Clause-by-clause review note
- 02Pro forma cap table and dilution analysis
- 03Exit waterfall model at different exit values
- 04Comparison of competing term sheets, where applicable
- 05Negotiation priorities and suggested counter-terms
Term Sheet Negotiation Support, step by step.
The initial review and modelling typically take 3–5 working days from receipt of the term sheet and cap table; negotiation support continues until the terms are signed.
- 1
Clause review
We review each clause and flag terms that are unusual for your stage or that shift economics or control.
- 2
Economic modelling
We model dilution, the post-round cap table and ESOP pool, and payouts to each class of shareholder at different exit values.
- 3
Regulatory fit
We check that the instrument and pricing work under FEMA for foreign investors and under the Companies Act for the share issue.
- 4
Negotiation support
We prepare a priorities list and counter-proposals and join negotiation calls with you and your lawyers.
- 5
Hand-off to documents
We track the agreed terms into the shareholders' and subscription agreements and the allotment process.
What we need from you.
Don't have everything yet? We send a short checklist after the first call and work with what you have.
- Term sheet or term sheets received
- Current cap table, ESOP pool and previous investment agreements
- Articles of association
- Financial model and proposed round size
The fee depends on your situation. After a short call, the partner who will do the work tells you what's involved and gives you a fixed fee in writing — before any work begins.
- Government fees and statutory charges are billed at actuals.
- When you pay — upfront, in stages or on completion — is agreed in writing with the fee.
Questions about Term Sheet Negotiation Support.
Ready to discuss Term Sheet Negotiation Support?
30-minute confidential call — no proposal, no commitment. A partner will write back within one business day.