STARTUP

Field Guide

The vocabulary behind building a technology startup — money, fundraising, equity, SaaS metrics, hiring, taxation, governance and exits — explained without assuming an MBA.

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Calculators

Put the numbers to work

Simplified examples; all cash and revenue inputs use the units shown.

Runway

Priced round

MRR / ARR

Ownership after dilution

Compare

Similar words, different meanings

Primary investment

Money enters the company in exchange for newly issued shares.

Secondary sale

Money goes to an existing shareholder selling their shares.

Pre-money

Company value immediately before a new investment.

Post-money

In a simple priced round, pre-money plus new primary investment.

Jurisdiction vocabulary

01 — Company money

Revenue is not profit. Cash is not revenue.

Revenue

Money earned from delivering products/services during a period. Subscription cash collected upfront is generally recognized across the service period.

Bookings

Value of contracts signed. A ₹12L annual contract can mean ₹12L bookings before all of it is recognized as revenue.

COGS

Direct cost of delivering the product: e.g. infrastructure, transaction fees and some support costs.

Gross profit / margin

Revenue minus COGS. Gross margin = gross profit ÷ revenue.

OpEx / CapEx

OpEx runs the company: salaries, software, sales. CapEx buys assets providing value across multiple periods.

EBITDA

Earnings before interest, taxes, depreciation and amortization. A view of operating profitability, not cash flow.

Net income

The accounting bottom line after operating costs, interest, taxes, depreciation and amortization.

Burn / runway

Burn is cash consumed. Runway estimates how long available cash lasts at the current net burn.

Runway ≈ cash balance ÷ monthly net burn
₹3 crore ÷ ₹25 lakh/month ≈ 12 months
02 — Fundraising

What happens when someone invests

Bootstrapped

Funded mainly by founders and/or operating revenue rather than institutional capital.

Angel / VC

An angel invests personal capital. A VC fund invests pooled capital on behalf of its investors.

Pre-seed / Seed / Series A…

Informal financing-stage labels; there is no universal revenue or valuation boundary.

Pre-money / post-money

Value immediately before investment versus, in a simple priced round, pre-money plus new primary investment.

Term sheet

Outline of proposed economics and control: valuation, security, board rights, preference and more.

Due diligence

Review of financials, legal structure, IP, tax, customers, security and employment matters.

SAFE

An instrument intended to convert into equity later under agreed mechanics such as a valuation cap or discount.

Convertible note

Debt intended to convert into equity, typically carrying interest and a maturity date.

Primary / secondary

Primary money enters the company for new shares; secondary money goes to an existing shareholder selling shares.

Lead / closing

The lead anchors a round. Closing is when definitive documents, funds and securities actually move.

₹40 cr pre-money + ₹10 cr investment = ₹50 cr post-money → ~20% new investor ownership
03 — Equity

The cap table is the ownership map

Cap table

Record of shareholders, options and convertibles and their effect on ownership.

Common / preferred

Founders/employees often hold ordinary equity; investors may receive preferred securities with additional rights.

Dilution

Your percentage ownership falls when more shares are issued even if your own share count is unchanged.

ESOP / option pool

Equity reserved for employee options. Creating or expanding the pool can dilute existing holders.

Option / strike price

An option is a right to buy shares later; the strike price is what you pay per share to exercise it.

Vesting / cliff

Equity is earned over time. Four years with a one-year cliff is common, not universal.

Fully diluted

Ownership assuming relevant options and convertible securities become shares.

Pro-rata right

A contractual right to participate in later financing to help preserve ownership percentage.

Liquidation preference

Rules governing how specified investors receive proceeds in a sale/liquidation before or alongside common holders.

Anti-dilution

Contractual protection that may adjust conversion economics after certain lower-priced issuances.

04 — SaaS & growth

The operating dashboard

MRR / ARR

Monthly and annual recurring revenue. ARR is commonly annualized recurring subscription revenue.

ACV / ARPA

Annual contract value and average revenue per account.

CAC

Sales and marketing cost attributed to acquiring new customers.

LTV

Estimated lifetime economic value of a customer. Formula varies; margin-adjusted versions are usually more informative.

CAC payback

Time required for gross profit from a new customer to recover acquisition cost.

Logo churn

Percentage of customers lost during a period.

NRR

Existing-cohort recurring revenue after churn, contraction and expansion.

GRR

Revenue retention excluding expansion.

Burn multiple

Capital-efficiency metric comparing net cash burn with incremental recurring revenue; conventions vary.

Rule of 40

A heuristic combining growth with a profitability measure, often discussed for more mature SaaS companies.

NRR = (start revenue − churn − contraction + expansion) ÷ start revenue
05 — Hiring

An employee costs more than salary

Base salary

Fixed cash compensation before variable pay, benefits and equity.

CTC

Cost to Company, common in India. It can include salary, employer contributions, benefits and variable components; it is not take-home pay.

Gross / net pay

Gross is before employee-side deductions; net is what reaches the employee after deductions.

Variable pay

Compensation dependent on targets, company performance or specified conditions.

Contractor

An independent service provider rather than an employee. Classification must match the real relationship and local law.

Employer on-cost

Costs beyond salary: statutory contributions, benefits, equipment, recruiting, payroll and administration.

Notice period

Contractual notice for resignation or termination, subject to applicable employment law.

IP assignment

Contractual assignment of eligible work product/inventions to the company — critical for people building the product.

Equity grant

Options or other equity awarded as compensation, normally with vesting and plan conditions.

Fully loaded cost

The realistic total cost of employing someone rather than only their quoted salary.

Hiring cost ≈ salary + contributions + benefits + equipment + recruiting + payroll/admin + equity cost
06 — Tax & compliance

Tax depends heavily on jurisdiction

Corporate income tax

Tax imposed on taxable company profits under the applicable jurisdiction's rules.

GST / VAT / sales tax

Transaction taxes on supplies. Registration, rates, place-of-supply and filing rules vary.

Input tax credit

Eligible GST/VAT paid on business inputs may offset output tax, subject to local rules.

Withholding / TDS

Tax withheld by a payer from specified payments and remitted to government. TDS is common Indian terminology.

Payroll obligations

Employer/employee statutory contributions and payroll deductions; schemes and thresholds depend on location.

Advance / estimated tax

Income tax paid during the year in installments where required.

Deduction / credit

A deduction reduces taxable income; a credit generally reduces tax payable.

Transfer pricing

Rules governing pricing of transactions between related entities, especially across borders.

Permanent establishment

A cross-border tax concept under which activity in another jurisdiction can create local taxable presence.

Statutory / tax audit

Formal audit requirements triggered by corporate or tax law; thresholds and scope vary.

Tax treatment of SAFEs, options, cross-border SaaS, founder shares and secondary sales can be especially jurisdiction-specific. Treat the definitions here as a map of the concepts, not filing instructions.

07 — Governance

Ownership and control are different things

Board of directors

The governing body with statutory/fiduciary responsibilities under applicable company law.

Board observer

Someone permitted to attend board meetings without necessarily having a director's vote.

Reserved matters

Specified corporate actions requiring special shareholder or investor consent.

Protective provisions

Contractual consent rights protecting specified shareholders from particular actions.

Information rights

Rights to receive periodic financial or operating information.

Shareholders' agreement

Contract governing rights, transfers, control and other agreed matters among shareholders/company.

Drag-along

A mechanism that can require specified minority holders to participate in an approved sale, subject to its terms.

Tag-along

A mechanism allowing specified holders to participate when another shareholder sells, subject to its terms.

08 — Liquidity & exits

Company value becomes shareholder cash only through a transaction

Acquisition / M&A

Another company buys the startup's shares/assets or combines with it.

IPO

A process through which shares become publicly traded, subject to securities regulation and listing requirements.

Secondary sale

An existing shareholder sells shares to another investor; proceeds generally go to the seller, not the company.

Tender offer

An organized offer to purchase shares from eligible existing shareholders under specified terms.

Exit valuation

The transaction value is not automatically the amount common shareholders receive; debt, preferences, transaction structure and taxes matter.

Liquidation waterfall

The contractual order in which transaction proceeds are distributed among security holders.

Acquihire

An acquisition motivated substantially by obtaining the target company's team, though structure and economics vary.

Earn-out

Part of acquisition consideration paid later if specified post-closing conditions or performance targets are met.

Headline acquisition price ≠ founder take-home
Consider: debt + preferences + ownership + transaction terms + taxes