The VC Playbook
How LPs contribute, what SilverX looks for in deal documents, and who carries each part of the venture capital process.
By Pooja Akkem
There's a version of venture capital that lives in headlines: the cheque, the valuation, the announcement. The actual work sits underneath all of that, and it's far less photogenic. This issue is an attempt to open the doors a little; to say plainly how an LP can be part of what we do, what we look for in the paperwork behind every deal and who on the team carries what. This is the playbook, as we actually run it.
How LPs Are Part of It
The dullest idea in fund management is that an LP's role ends at the wire transfer. We've never seen it that way and the reason is simple: the people who back a deep-tech fund in India tend to be people who have built something hard. Operators. Scientists. Family offices carrying decades of industrial history. That kind of knowledge never appears on a capital account but it shows up, again and again, in outcomes. So it's worth laying out the ways an LP can be part of the work itself.
The most valuable of them is often a name. Our investors see companies we never will - a spinout from a lab where one of them sits on the advisory board, a founder who pitched a family office a year too early, someone in materials science who hasn't yet spoken to a single investor. Deep-tech founders are structurally hard to find; they live in labs and pilot plants, not on startup Twitter. A deck that reaches us through an LP is a deck we'd otherwise have missed entirely.
Then there's judgement. Deep tech breaks the generalist model - we can read a cap table in ten minutes and a materials characterisation report in ten days. More than once, half an hour with an LP who had actually shipped the technology in question was worth weeks of our desk research. When a deal lands squarely inside an investor's field, that kind of read is something no outside expert can quite replicate.
There's access, too - the quiet constraint that decides more deep-tech companies than science ever does. The first paying enterprise or PSU customer is the one who validates the product and unlocks the next round and that buyer is almost always gated by a relationship rather than a procurement process. An introduction from the right LP has, on more than one occasion, pulled a revenue milestone forward by whole quarters and reshaped the terms of the round that followed.
And there's time. Several of our LPs hold office hours with portfolio founders, matched by domain rather than by who happens to be free; twelve hours across a year from the right person can change a company, and we handle the matching and the scheduling. Beyond that sits Beyond the Deck, our monthly room where founders, operators and capital sit together with no one pitching. It's as much an LP space as a founder one.Also join the startups
None of this is the price of admission. It's simply what the relationship can be when an LP wants it to be more than a line on a cap table.
The Paperwork, in Plain English
Somewhere between the handshake and the money sit two documents that decide far more than most founders realise. The term sheet is short and mostly non-binding; the shareholders' agreement is long and binding in every line. Both get signed quickly, usually under some time pressure, and the clauses that matter most three years later are rarely the ones that get argued over in the room. So it's worth saying, in plain language, what's actually in them and where SilverX chooses to stand.
Economics comes first, because they set everyone's incentives. The valuation gets the attention, but the option pool quietly does as much damage: carved out of the pre-money number it dilutes founders alone, carved post-money it's shared by all. We size the pool to the next eighteen months of real hiring, not to a template. On the preference itself we take one times, non-participating, our capital back before common in a bad exit, and a straight conversion to our percentage in a good one. Participating preferred, where the investor collects the preference and the equity, is a tax on the founder's best day, and we don't ask for it; the whole arrangement only works if we win big when they do. For the same reason we insist on broad-based weighted-average anti-dilution and refuse full ratchet, the latter reprices our entire stake at a single down round's low and can wipe out a founder's equity overnight, turning a hard moment into a fatal one. And we hold pro-rata rights, because deep-tech returns concentrate in the few companies that work, and a fund that can't follow its winners gets diluted out of exactly the outcomes it underwrote. Redemption rights we keep narrow and late, in India they exist because exits have historically been thin, but drawn too aggressively they become a liability that frightens off the next investor.
Control is where good intentions go wrong, so we keep ours small. One board seat at Seed+ or Series A, with a remit we state out loud: governance, senior hiring, financing. Not product, not pricing, not the research agenda. Boards that drift into operating decisions slow a company down and spend the founder's trust, which is the very thing we're backing. Our consent rights run to a short, specific list, new debt above a threshold, selling material assets, licensing core IP out, issuing shares, changing the business fundamentally, and we keep it short deliberately, because a company that has to phone its investors before it can move is neither well-governed nor worth governing. The one clause nobody loves and everybody should is information rights: monthly metrics, quarterly financials, an annual audit. It's the dullest line in the document and the most predictive one. Companies that keep reporting discipline through a bad quarter are the ones that survive it, because a board that sees trouble early can help, while a board that learns in month nine can only react.
Then there are the founders themselves, the asset, really. Vesting runs the usual four years with a one-year cliff, credit given for time already served, and it isn't about control; it's about what happens when one of three co-founders walks in month eight with a third of the company and leaves the other two to carry it against a dead cap table. In deep tech we spend more diligence time on IP assignment than on almost anything else: the intellectual property has to sit inside the company, not with a founder personally, a former employer, or the institute where the work began, a single licence with the wrong field-of-use restriction can quietly cap the entire addressable market, and no one notices until the Series B lawyers do. The rest is straightforward and still worth writing down: founders full-time, and not building the same thing somewhere else.
The unglamorous clauses, the ones about who can sell to whom, earn their pages at exit. Rights of first refusal, tag-along and drag-along decide who ends up on the cap table, protect the minority when the majority sells, and make an exit actually closeable instead of hostage to a lone holdout; most of the disputes we've watched at exit trace straight back to these being drafted carelessly at Seed. Conversion mechanics matter more than they look, preference shares convert at the holder's option and automatically on a qualified IPO, and set that listing threshold too high and a perfectly good IPO stalls on a technicality. Indian documents usually carry an exit covenant too, a promise to pursue liquidity within a defined window; we want it real but never punitive, because a covenant the company cannot possibly meet is simply a lawsuit waiting to be filed.
And then the machinery that gets a deal over the line. A 45-to-60-day no-shop after signing, long enough to justify the real money confirmatory diligence costs and tight enough that a slow investor can't hold the company captive. Representations and warranties that confirm the basics, clean cap table, owned IP, no hidden litigation, taxes filed, with caps and survival periods that stay reasonable, because this is insurance against surprises, not a back door to clawing economics back later. An MFN that quietly extends any better terms a future investor wins to us, which mostly just keeps everyone honest. And the conditions precedent, approvals, resolutions, FEMA and RBI filings where foreign capital is involved, the boring list that is, more often than not, the reason a close slips by three weeks.
What we won't sign is short enough to say in a line: no full ratchet, no participating preferred, and no veto over the ordinary business of hiring and building.
What the Team Does
"Venture capitalist" describes a job about as precisely as "doctor" describes a career. Underneath the title sits a real division of labour so here's the team behind all of it, and who actually carries what.
It begins with sourcing - All In - the patient work of building the top of the funnel through institute and lab relationships, corporate and PSU spinouts, returning founders and referral networks. The arithmetic is humbling: several hundred founders met in a year to fund a handful, and a standing relationship kept warm with the ones who are simply two years too early.
A promising conversation then has to become a decision, which is diligence - Abhishek, Prashant, Nishaanth and Kaustubh. Technical validation with outside experts, market sizing that survives contact with reality, reference calls on the team, and finally the investment memo that goes to committee, including the section written expressly to argue against ourselves.
Everything after the wire is portfolio - Ajay, Dhiraj and Abhishek - the senior hires, the customer and PSU introductions, the follow-on preparation, the board work, and the 11pm call a founder makes when something has broken.
Holding all of it up is the work no one photographs. Fund operations and management - Dhiraj, Manjari and our FundOps team - runs capital calls, valuations, NAV, audit, tax, distributions and the LP reporting pack: invisible when it works, extremely visible when it doesn't. Transaction and regulatory compliances - Dhiraj and Manjari with our lawyers and advisors carry the transaction documents from term sheet to definitive documentations, negotiations on rights and entitlements, execution and ensuring all regulatory reportings and compliances and reportings are done, a structurally heavier lift for an India-domiciled fund than most people imagine.
LP relations and fundraising - Ajay, Dhiraj, Natasha - runs the raise itself, onboarding, the annual meeting, co-investment and the ongoing relationship, including the ways of being involved described at the top of this issue.
Then there are exits - Dhiraj, Abhishek and Nishaanth - the secondary sales, strategic conversations and IPO readiness that most funds under-resource until it's too late, which is exactly why we name it as its own function. And there is platform -Ajay, Pooja - the research and deep dives, Inside SilverX’s Deal Room,, Beyond the Deck, and the communications you're reading right now.