INDUSTRY · TECHNOLOGY & SAAS

Equity governance for software & SaaS companies

equity incentive-heavy cap tables, fast funding rounds and distributed teams - where a single equity-and-compliance system matters most.

Why This Sector Is Different

Speed and equity complexity, at the same time.

Tech and SaaS companies incorporate fast, raise early and often, and lean on equity incentives to hire before they can pay market cash salaries. That combination means equity decisions compound quickly - a messy cap table at seed stage becomes a diligence blocker at Series B.

EGF treats these as one continuous record from day one, so the same team that structures your founder equity is the one reconciling your cap table before your next round.

70%+

of Indian SaaS startups offer equity incentives within their first two years

Multiple

funding rounds are common within 18–24 months of incorporation

Global

customer bases often mean a Delaware or Singapore flip is on the table

DPIIT

Startup India recognition unlocks equity incentive tax deferral and other benefits

Sub-Sectors We Cover
Enterprise SaaS

B2B software sold on subscription, usually with the fastest equity incentive hiring pace and repeat funding rounds.

Fintech SaaS

Software serving banks and NBFCs - often layered with RBI-adjacent compliance on top of standard tech rules.

HRTech

Payroll, HRMS and recruitment platforms handling employee data across many client companies.

MarTech & AdTech

Marketing and advertising software, frequently built on revenue-share deals with media partners.

DevTools & Infra

Developer tooling and infrastructure products, commonly open-source-adjacent with early contributor IP questions.

AI / ML Platforms

Model and data-platform businesses where training data rights and IP provenance need early documentation.

Cybersecurity

Security software and services, often subject to extra scrutiny during enterprise customer diligence.

API & Data Platforms

Infrastructure businesses monetizing data or API access, with usage-based rather than seat-based contracts.

How We Support Tech & SaaS Companies

From incorporation to your next raise - covered either way.

Track 1
New Company Setup
-Founder equity split with vesting built in from day one, before any equity pool is carved out
-IP assignment for code, product and brand built pre-incorporation - the most common tech-sector gap
-Private Limited vs Delaware C-Corp flip advisory for globally-facing products
-DPIIT / Startup India recognition filed alongside incorporation
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Track 2
Existing Company Setup
-equity pool reconciliation against SEBI SBEB Regulations before your next grant round
-Cap table audit ahead of Series A/B diligence - the single most common raise blocker
-SHA and term sheet review for multi-round investor rights that already conflict
-FEMA / cross-border reporting for foreign investment or a holding-company flip
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The Government Process

What actually has to be filed, and when.

STEP 1
Incorporation & PAN/TAN

SPICe+ filing with the RoC, name reservation, MOA/AOA, PAN and TAN allotment.

STEP 2
DPIIT Recognition

Startup India recognition - unlocks equity incentive tax deferral, self-certification, and easier compliance.

STEP 3
GST & Sectoral Registration

GST registration for SaaS billing, plus any sector-specific approval (e.g. RBI for fintech-adjacent products).

ONGOING
Annual ROC + FEMA Filings

AOC-4, MGT-7, and FC-GPR/FLA returns whenever foreign investment is received.

Major Hurdles

Where tech companies actually get stuck.

Undocumented founder IP

Code and product built before incorporation, never formally assigned to the company - a diligence red flag every time.

equity pool oversizing or gaps

Pools sized without a model, or granted informally without SEBI-compliant documentation.

Cap table drift across rounds

Each SAFE, note or round adds complexity a spreadsheet stops being able to track accurately.

Cross-border structuring pressure

Global customers or investors push toward a flip structure - often decided too late to be clean.

Frequently Asked

Tech & SaaS founders ask us this.

How much equity pool should a SaaS startup reserve?

Most early-stage Indian SaaS companies reserve 8–12% of fully diluted equity for an equity pool, sized around a 3–4 year hiring plan rather than a fixed percentage. We model this against your funding roadmap so the pool isn't re-cut at every round.

Do I need a Delaware flip to raise from US investors?

Not always. Many US and global investors invest directly into Indian entities today. A flip makes sense mainly when your revenue, team or IP strategy is genuinely US-centric - we assess this case by case rather than defaulting to a flip.

What happens to unvested founder equity if someone leaves early?

With a standard 4-year vesting and 1-year cliff in the founders' agreement, unvested shares are typically forfeited or bought back at a pre-agreed price - this is decided upfront in FoundEquity, not negotiated after a founder exits.

How long does DPIIT Startup India recognition take?

Typically 2–4 weeks once incorporation documents and a brief business write-up are ready. We file it alongside incorporation so it doesn't become a separate, later task.

Can EquityCheck find gaps in a cap table that's been maintained on a spreadsheet?

Yes - this is the most common finding. We reconcile the spreadsheet against share certificates, board resolutions and RoC filings, and flag every mismatch before it surfaces in investor due diligence.

Building a tech or SaaS company? Let's get your equity record right.

One conversation is enough to scope the engagement.

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