India has the ambition and the talent for capital deployment. What it still lacks is the documentation infrastructure to move fast, write Abhinav Shukla and Prachi Shrivastava
Consider a thought experiment. Three early-stage companies with comparable model, team quality and market opportunity are raising their first or second institutional round. One is incorporated in Delaware, one in England and Wales, and one in India. All three receive term sheets in the same week.
The Delaware company closes in under three weeks. Its investors have seen National Venture Capital Association (NVCA) documentation repeatedly. The cap table mechanics, liquidation preference structure and vesting framework are known quantities. Negotiation focuses on valuation and board composition.
The English company closes in four to five weeks, working from UK Private Capital (formerly British Private Equity & Venture Capital Association – BVCA) terms that counsel from both sides recognise.
But the Indian company is often still in redlines six to eight weeks later. This is a familiar pattern to practitioners deploying capital across these markets. And the primary driver is not that Indian lawyers are less capable, or that Indian deals are more complex.
Multiple factors contribute, from tax structuring complexity for cross-border funds, and Foreign Exchange Management Act (FEMA) compliance variance, to regulatory approvals and founder entity cleanup. But even controlling for those, one structural difference persists: India lacks the shared documentation framework that serves as a recognised starting point, as it does in the US and UK.
This is not just about deal speed. It is about how foreign capital perceives and allocates to Indian early-stage opportunities. When limited partners evaluate emerging markets, they pattern-match on transactional infrastructure as much as company quality.
Documentation friction becomes a systematic signal of ecosystem maturity – one that affects capital allocation in ways that are difficult to quantify, but structurally real. Let’s look at what this means, and what it costs.
Indian VC standardisation: Predictable term frameworks
Before addressing the gap, it is worth being precise about what standardisation does and does not mean. It does not mean identical documents.
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