Indian Cap-Table Modeller
Model founders, an ESOP pool, and CCPS investment rounds — with a post-conversion ownership table and an FDI sector-cap sanity check.
Founders & ESOP pool
CCPS investment rounds
| Stakeholder | Shares (post-conversion) | % post-ESOP-pool | % pre-conversion | % post-conversion |
|---|---|---|---|---|
| Founder 1Equity | 9,000 | 81.00% | 64.80% | 64.80% |
| Founder 2Equity | 1,000 | 9.00% | 7.20% | 7.20% |
| ESOP poolEquity | 1,111 | 10.00% | 8.00% | 8.00% |
| Round 1 — Angel (CCPS)CCPS ×1 | 2,778 | — | 20.00% | 20.00% |
| Total | 13,889 | 100% | 100% | 100% |
Price per share
—
Founders after full conversion
72.00%
Foreign ownership (post-conversion)
—
How CCPS conversion works
- CCPS must convert to equity at a future date or trigger event — optional conversion is not permitted in India (Companies Act 2013 s.43).
- A 1:1 ratio means each preference share converts to one equity share. A 1:2 ratio doubles the investor's equity — a common form of anti-dilution protection.
- Price per share is set by the valuation; shares issued = investment ÷ price per share.
- If the CCPS is held by a foreign investor, pricing must be at FMV per FEMA 20(R) Schedule I — DCF or NAV, whichever is higher.
VERIFY
Conversion ratio, liquidation preferences, and anti-dilution are CCPS-specific terms negotiated in the share subscription agreement — consult a CA or securities lawyer before using this model as a legal document. FEMA cap-table implications for foreign investors require RBI compliance beyond this tool.
Statutory basis: Companies Act 2013 s.43 (CCPS definition); FEMA 20(R) Schedule I (FDI pricing at FMV); SEBI (Alternative Investment Funds) Regulations, 2012