Startup funding in India runs on one ladder and three rulebooks. The ladder goes bootstrap → angel → seed → Series A and beyond, with venture debt and government money running alongside. The rulebooks are the Companies Act (how shares are issued), FEMA (how foreign money comes in and goes out) and the Income-tax Act 2025 (what everyone pays). This hub is the complete, current library – written by a practising CA, with the law as it stands for FY 2026-27, including the SEBI angel-fund overhaul and the renumbered tax sections almost nobody has updated for.
Why this library exists
Angel tax died in 2024. The Income-tax Act 2025 renumbered every section founders and investors quote. SEBI rewrote the angel-fund framework in September 2025 and DPIIT rewrote the startup definition in February 2026 (turnover cap now ₹200 crore, and a new deep-tech category with a 20-year window). Most of what ranks on Google for these searches was written before all four changes. Every page here reflects the position as at July 2026, cites the actual rule, and links the calculators and templates you need to execute.
The funding ladder
Bootstrap to IPO – what each stage funds, who writes the cheque, and what they expect back.
Open the guideIndividuals, syndicates and SEBI angel funds – and how the 2025-26 rules changed each.
Open the guideInstitutional seed – micro-VCs, the metrics that matter, and the paperwork step-up.
Open the guideWhat changes when a VC leads – diligence, CCPS terms, boards and reserved matters.
Open the guideSeed Fund Scheme, Fund of Funds 2.0, credit guarantees – the non-dilutive map.
Open the guideThe instruments
Why VCs default to CCPS, when CCDs win, and the FEMA line that decides for you.
Open the guideThe ₹25 lakh floor, the 10-year window, the DPIIT gate and Form CN – all of it.
Open the guidePool mechanics, the two tax events, and the 60-month deferral for eligible startups.
Open the guideAnswer five questions, get the instrument – with the law behind each answer.
Open the guideFor investors
Accredited-only by 8 September 2026, ₹10 lakh minimum tickets, ₹25 crore caps.
Open the guideThe thresholds, the documents, the agencies, the cost – done in about a week.
Open the guideNon-repatriation basis = domestic treatment. The trump card explained.
Open the guideValuation and tax: the technical layer
The cluster that separates a priced round from a priced-wrong round – the 2026 valuation rulebook, FEMA floors, transfer taxes and the capital-gains map.
The 2026 rulebook – NAV-only FMV, CCPS pricing, and who is allowed to sign what.
Open the guideRule 21 certificates, the rights-issue fork and the no-assured-exit principle – with worked chains.
Open the guideThe s.92/s.79 double engine – rights issues, preferential allotments, bonus shares, secondaries.
Open the guideDCF, multiples, backsolve-OPM and the angel heuristics – the right number for the right statute.
Open the guideThe three tripwires – FEMA conversion floors, top-up share tax and stale paper.
Open the guide12.5% LTCG, three buyback regimes, the FA-2026 promoter surcharge and the loss rules.
Open the guideThe deal playbook: from deck to closed round
The process layer – what to show, what gets checked, what to sign and how to close it legally. Plus two free tools and the cap-table Excel.
The 12-slide arc with the India-specific expectations most templates miss.
Open the guideWhat investors actually open – and the data room that shortens the process.
Open the guideEvery clause with 2026 market norms and the asks worth pushing back on.
Open the guideSSA vs SHA, warranty caps, and the Articles rule that decides enforceability.
Open the guideThe statutory sequence – 60-day clock, PAS-3, demat, stamp duty, FC-GPR.
Open the guideFour rounds worked end to end, with the exit waterfall that changes everything.
Open the guideMIS, boards, the statutory stack and the FEMA layer – as one system.
Open the guideFree tool – model pool top-ups and note conversions in your next round.
Open the toolFree download – four rounds, note conversion, pool top-ups and the exit waterfall, all formula-driven.
Download the workbookFor investors: the routes in
How foreign and NRI money legally enters Indian startups – and how companies come home. The final layer of this hub.
The routes matrix – pricing freedom, the Rule 23 domestic-treatment fact, and a quick chooser.
Open the guideThe Schedule IV trump card, angel funds and the accreditation clock, and exit taxes.
Open the guideRule 25A(5) fast-track, the two tax routes, and the wave that all ended in IPOs.
Open the guideThe 2025 rulebook, the statutory tax package, and how a GIFT fund reaches India.
Open the guideAlready live in our foreign-investor library
Startup founders raising from abroad should also see: DPIIT recognition (now ₹200 crore turnover cap), the Section 80-IAC / s.140 tax holiday, what angel tax abolition actually means, FC-GPR filing when foreign money lands, and the FEMA deadline calculator. The full 47-guide library is at the NRI & Foreign Investor Business Hub.
Raising a round, or structuring your first cheque?
Our partner firm My Cloud Accountant works with founders and investors on round structuring, valuations, FEMA filings and closing compliance – end to end.
Talk to an expertFrequently Asked Questions
Is angel tax really gone?
Yes. Section 56(2)(viib) does not apply to share issues from FY 2024-25 onward (Finance (No.2) Act 2024), and it was not re-enacted in the Income-tax Act 2025. What survives is different: the investor-side tax on buying below fair value (now s.92), the seller-side deemed-value rule (s.79), and the unexplained-credit provision (s.102). See our angel tax guide.
What is the minimum cheque to invest in a startup in India?
Direct equity has no legal minimum. A convertible note requires at least ₹25 lakh in a single tranche (Rule 18, NDI Rules for foreign investors; the Deposit Rules definition domestically). Through a SEBI angel fund the minimum per deal is now ₹10 lakh – but from 8 September 2026 you must be an accredited investor to participate.
Can NRIs invest in Indian startups?
Yes – directly under FDI rules (with FC-GPR filings and pricing rules), through funds, or on a non-repatriation basis under Schedule IV, which is treated like domestic money with no pricing or reporting friction. Convertible notes are expressly open to NRIs on a non-repatriation basis under Rule 18(4).
Does DPIIT recognition matter for fundraising?
Materially. Only DPIIT-recognised startups can issue convertible notes, access the Seed Fund Scheme, use the ESOP tax deferral (with an IMB certificate), and claim the s.140 tax holiday. Recognition now covers companies up to 10 years old with turnover up to ₹200 crore – and up to 20 years for the new deep-tech category.
Last reviewed: July 2026. Reflects the SEBI (AIF) Second Amendment Regulations 2025, the AIF Master Circular of 3 June 2026, DPIIT notification G.S.R. 108(E) of 4 February 2026, and the Income-tax Act 2025 (in force 1 April 2026).
