Unigin Ventures · Insights
Practical guides on fundraising, finance, accounting and tax for startup and SME founders, from the Unigin Ventures team.
Angels invest their own money; VCs invest a fund with a fixed life. See how that shapes what each wants, and choose your first investors based on your stage and market size.
Read the articleWhen to start raising, how a bridge compares with a down round and other options, a worked example of founder dilution when the next round prices low, and the Thai company law limits to know.
How four-year vesting with a one-year cliff works, the numbers when a co-founder leaves at month 18, revesting at funding, double-trigger acceleration and Thai company limits.
Who can trigger a drag, why it must be read with the liquidation preference, which sale prices leave founders with zero, and how a tag-along cuts the shares a founder can sell.
Owning most of the shares does not mean controlling the board. Thai rules on directors, a round-by-round seat plan, observer rights, and a reserved-matters list with points to negotiate.
A formula for the round size from the burn needed to reach your milestones, the time to raise again and a buffer, with a worked example and a table of round size against runway and dilution.
Full ratchet versus broad-based weighted average in a worked down-round example, the NVCA formula, pro-rata rights, the limits in a Thai limited company, and what to negotiate before signing.
A three-quarters special resolution, a first offer to existing shareholders, no direct sale to outsiders, premium only if the memorandum allows it, and registration within 14 days.
Multiple, participation and seniority decide what founders receive in a sale. Run the waterfall through a two-round example, and see what changes with preference shares in a Thai company.
What a cap table shows, how founder ownership changes when a SAFE converts and an option pool is added, which records Thai law requires, and how to clean up before investors look.
CVC can bring customers, distribution and technology, but also conflicts of interest and rights over a future sale. Structures, terms to read, and Thailand's Royal Decree 750 tax exemption.
A monthly investor update structure you can reuse, the numbers every issue needs, how to calculate runway honestly, how to share bad news, and how to ask for help investors can act on.
Compare the cost of venture debt and selling equity with a worked example, learn the signs for and against borrowing, the contract terms to check, and the warrant and tax issues for Thai companies.
Unigin Ventures
Unigin Ventures invests in and supports startups and SMEs with capital and advice on finance, accounting, legal matters and technology.
