Z47
November 27, 2025

1-Pagers to 20-Pagers: How Term Sheets Really Work | Zero to Infinity

Between overprotective term sheets and oversimplified ones lies the real market.

On this episode of #ZeroToInfinity, Avnish Bajaj and Tarun Davda, are joined by Archana Rajaram to weigh in on one of the most misunderstood parts of startup building: the term sheet. As the founder of River Law (formerly Rajaram Legal), Archana’s work has quietly shaped the “market standards” that nearly every Indian SHA now follows.

In this episode, they break down the real-world changes in Indian term sheets post-2021 : from liquidation preferences and reverse vesting to governance, exits, board control, and how AI is already reshaping negotiations. The way a founder negotiates a term sheet often foreshadows how they’ll build their company, handle conflict, and navigate hard decisions later.

Tune in for a rare inside look at venture’s most misunderstood document.

Earlier conversations where we’ve discussed similar themes:
•⁠  ⁠https://youtu.be/uPX3atOS2eM?si=1lq9jFyDiPOZXxlP
•⁠  ⁠https://youtu.be/n-VyRtZUDzM? si=Gbk69ESI3vcBWonN
•  https://youtu.be/wqOlpe_jKkQ?si=Q2m3lVNJ63ilbVT1

And here’s the article we discussed in the episode:
https://medium.com/@tarun_davda/calculating-liquidation-preference-f604cb70d652

For more information, write to us: namaste@Z47.com.
Stay connected with Z47.

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November 27, 2025

1-Pagers to 20-Pagers: How Term Sheets Really Work | Zero to Infinity

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Listen to article

Between overprotective term sheets and oversimplified ones lies the real market.

On this episode of #ZeroToInfinity, Avnish Bajaj and Tarun Davda, are joined by Archana Rajaram to weigh in on one of the most misunderstood parts of startup building: the term sheet. As the founder of River Law (formerly Rajaram Legal), Archana’s work has quietly shaped the “market standards” that nearly every Indian SHA now follows.

In this episode, they break down the real-world changes in Indian term sheets post-2021 : from liquidation preferences and reverse vesting to governance, exits, board control, and how AI is already reshaping negotiations. The way a founder negotiates a term sheet often foreshadows how they’ll build their company, handle conflict, and navigate hard decisions later.

Tune in for a rare inside look at venture’s most misunderstood document.

Earlier conversations where we’ve discussed similar themes:
•⁠  ⁠https://youtu.be/uPX3atOS2eM?si=1lq9jFyDiPOZXxlP
•⁠  ⁠https://youtu.be/n-VyRtZUDzM? si=Gbk69ESI3vcBWonN
•  https://youtu.be/wqOlpe_jKkQ?si=Q2m3lVNJ63ilbVT1

And here’s the article we discussed in the episode:
https://medium.com/@tarun_davda/calculating-liquidation-preference-f604cb70d652

We are excited about the innovation and growth opportunities in this sector.

If you are considering building in the footwear space, we’d love to chat.
Drop us a line at consumer@matrixpartners.in

Learnt something new? Follow us!

Vs NIFTY 500
+9.1%
Since Jan 2024
USD/INR
₹95.19
▲ +0.6%
Daily change • 1 Ju1 2025
128.1
▲ +28.1%
Since Jan 2024
NIFTY 500
129.1
▲ +19.0%
Since Jan 2024

Index Performance

+28.1%
Since Jan 2024
NIFTY 500
+19.0%
Since Jan 2024

Z47^fortyseven is up +23.9% since its January 2024 base date, versus Nifty 500's +18.4%, ahead by 550 bps.

The cohort moved +4.7% over the month versus Nifty 500's +2.5%, leading by 220 bps.

Anchored in domestic demand and rising digital adoption, the cohort remained resilient amid global headwinds.

Consumer Tech was the best-performing sector at +9.2% last month, driven by sustained growth in consumer demand and strength in consumer-internet platforms.

Largest Constituents  ·  The Names That Anchor The Index

1.
Eternal
Quick-commerce leadership and continued investment
▲ +12.8%
2.
Groww
Broking market-share gains and margin-funding growth.
▲ +10.4%
3.
Lenskart
Store densification and margin expansion.
▲ +2.4%

Top Gainers  ·  Key Drivers

1 MONTH RETURN
1.
CarTrade
Auto-marketplace dominance and a cash-rich balance sheet.
▲ +59.4%
2.
 Amagi Media Labs
Profitability turnaround and AI-led cloud media adoption.
▲ +31.4%

Top Laggards  ·  Key Drivers

1 MONTH RETURN
1.
Fractal Analytics
Enterprise AI spending trends and post-listing share supply.
▼ -10.8%
2.
MedPlus Health
Pharmacy-margin pressure and competitive intensity.
▼ -6.6%

Key Themes  ·  Latest Results

In Q4FY26, Z47^fortyseven's cohort grew top line ~39% YoY, more than 3x the broad market's ~12% growth.

Operating leverage lifted net margins around 500 bps into positive territory, even as broad-market net margins remained roughly flat.

With 40 of 47 companies now profitable, the cohort reflects a broader shift toward profitable growth over growth at any cost.

AI adoption runs deeper across this cohort than in the broader market, with companies using it to drive growth and reshape demand, not just improve efficiency.

Cash generation is increasingly defining the winners, enabling market leaders like Eternal, CarTrade, and PB Fintech to fund acquisitions and expansion from their own balance sheets.

Market & Macro Context

The cohort saw several block deals this month, including sizeable stake sales in Lenskart, Delhivery, Honasa, and Shadowfax.

Ownership continues to shift from foreign investors to domestic institutions, creating a more durable shareholder base.

AI remained the defining technology investment theme, driving capital deployment across both private and public markets.

IPO Takeaway · Kissht

Listed May 2026

A modest listing pop followed by strong post-listing gains reinforced the market's preference for asset quality and disciplined underwriting over pure loan-book growth.

The listing helped reset perceptions around unsecured lending, creating a constructive valuation anchor for the issuers that follow.

The buyer mix was a notable positive — strong participation from long-only domestic institutions supporting a durable post-listing ownership base.

Net Read

Fundamentals continued to strengthen across the cohort, with growth, margins, and cash generation improving in tandem.

Performance dispersion widened, with profitability and earnings quality increasingly distinguishing the strongest performers from the rest.

Disclaimer

Z47^fortyseven is published for informational purposes only and does not constitute investment advice, or any offer, solicitation, or recommendation to buy or sell securities. Index performance is historical and should not be construed as indicative of future results.

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