A Live Project Report On Venture Capital : Problems and Challenges in India Compared To Global Scenario
A Live Project Report On Venture Capital : Problems and Challenges in India Compared To Global Scenario
A Live Project Report On Venture Capital : Problems and Challenges in India Compared To Global Scenario
On
Venture Capital
(Problems and Challenges in India compared to global scenario)
Session 2010-11
INDUS
BUSINESS
ACADEMY
Greater Noida-201308
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TABLE OF CONTENTS
• Acknowledgements
• Executive summary
• Introduction
• Investment philosophy
• History
• Venture Capital in India
• Stages of venture capital
• Methods of financing
• Types of venture capital
• Problems with venture capital
• Global scenario
• Corporate venturing
• Process of venture capital
• Assessing venture capital
• Current trends
• Research methodology
• Limitations
• Suggestions and recommendations
• Conclusion
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ACKNOWLEDGEMENT
I am also greatly thankful to the faculty members of our institute who co-
operated with me and gave me their valuable time.
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Executive Summary
Through this project I have tried to bring to light, process of venture financing, in
theory and in practice. This is done by understanding the theoretical
aspects of venture financing at the later stage practical aspects of venture
financing are brought to light.
A venture capitalist harnesses the risk of the project first and through careful
nurturing of the project reaps reward at a later stage. While a conventional
financier leads against maximum security through collaterals and guarantees and
is interested in interest income.
Through conventional financing finds its way in to established big or medium
sized business, venture capital provides the impetus to high risk, high technology,
innovative projects often promoted by first generation entrepreneurs.
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Introduction
A number of technocrats are seeking to set up shop on their own and capitalize on
opportunities. In this highly dynamic economic climate that surrounds us today,
few ‘traditional’ business models may survive. Countries across the globe are
realizing that it is not the conglomerates and the gigantic corporations that fuel
economic growth any more. The essence of any economy, today is the small and
medium enterprises.
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What Is Venture Capital?
Venture capital is money provided by professionals who invest alongside
management in young, rapidly growing companies that have the potential to
develop into significant economic contributors. Venture capital is an important
source of equity for start-up companies.
They also actively work with the company's management, especially with contacts
and strategy formulation. Venture capitalists mitigate the risk of investing by
developing a portfolio of young companies in a single venture fund. Many times
they co-invest with other professional venture capital firms. In addition, many
venture partnerships manage multiple funds simultaneously. For decades, venture
capitalists have nurtured the growth of America's high technology and
entrepreneurial communities resulting in significant job creation, economic
growth and international competitiveness. Companies such as Digital Equipment
Corporation, Apple, Federal Express, Compaq, Sun Microsystems, Intel,
Microsoft and Genentech are famous examples of companies that received
venture capital early in their development.
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In India, these funds are governed by the Securities and Exchange Board of India
(SEBI) guidelines. According to this, venture capital fund means a fund
established in the form of a company or trust, which raises monies through loans,
donations, issue of securities or units as the case may be, and makes or proposes
to make investments in accordance with these regulations.
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Investment Philosophy
The basic principal underlying venture capital – invest in high-risk projects with
the anticipation of high returns. These funds are then invested in several fledging
enterprises, which require funding, but are unable to access it through the
conventional sources such as banks and financial institutions. Typically first
generation entrepreneurs start such enterprises. Such enterprises generally do not
have any major collateral to offer as security, hence banks and financial
institutions are averse to funding them. Venture capital funding may be by way of
investment in the equity of the new enterprise or a combination of debt and
equity, though equity is the most preferred route.
Since most of the ventures financed through this route are in new areas
(worldwide venture capital follows "hot industries" like InfoTech, electronics and
biotechnology), the probability of success is very low. All projects financed do
not give a high return. Some projects fail and some give moderate returns. The
investment, however, is a long-term risk capital as such projects normally take 3
to 7 years to generate substantial returns. Venture capitalists offer "more than
money" to the venture and seek to add value to the investee unit by active
participation in its management. They monitor and evaluate the project on a
continuous basis.
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and venture funds have been credited with the success of technology companies in
Silicon Valley. The entire technology industry thrives on it.
Early stage funding is avoided by most funds apart from ICICI ventures, Draper,
SIDBI and Angels. Funding growth or mezzanine funding till pre IPO is the
segment where most players operate. In this context, most funds in India are
private equity investors.
Size Of Investment
Value Addition
The venture funds can have a totally "hands on" approach towards their
investment like Draper or "hands off" like Chase. ICICI Ventures falls in the
limited exposure category. In general, venture funds who fund seed or start ups
have a closer interaction with the companies and advice on strategy, etc while the
private equity funds treat their xposure like any other listed investment. This is
partially justified, as they tend to invest in more mature stories.
A list of the members registered with the IVCA as of June 1999, has been
provided in the Annexure. However, in addition to the organized sector, there are
a number of players operating in India whose activity is not monitored by the
association. Add together the infusion of funds by overseas funds, private
individuals, ‘angel’ investors and a host of financial intermediaries and the total
pool of Indian Venture Capital today, stands at Rs50bn, according to industry
estimates!
The primary markets in the country have remained depressed for quite some time
now. In the last two years, there have been just 74 initial public offerings (IPOs)
at the stock exchanges, leading to an investment of just Rs14.24bn. That’s less
than 12% of the money raised in the previous two years. That makes the
conservative estimate of Rs36bn invested in companies through the Venture
Capital/Private Equity route all the more significant.
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Some of the companies that have received funding through this route include:
Though the InfoTech companies are among the most favored by venture
capitalists, companies from other sectors also feature equally in their portfolios.
The healthcare sector with pharmaceutical, medical appliances and biotechnology
industries also get much attention in India.
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A Brief History
The concept of venture capital is not new. Venture capitalists often relate the story
of Christopher Columbus. In the fifteenth century, he sought to travel westwards
instead of eastwards from Europe and so planned to reach India. His far-fetched
idea did not find favor with the King of Portugal, who refused to finance him.
Finally, Queen Isabella of Spain, decided to fund him and the voyages of
Christopher Columbus are now empanelled in history.
The modern venture capital industry began taking shape in the post – World War
II years. It is often said that people decide to become entrepreneurs because they
see role models in other people who have become successful entrepreneurs. Much
the same thing can be said about venture capitalists. The earliest members of the
organized venture capital industry had several role models, including these three:
J.H. Whitney & Co, also formed in 1946, one of whose early hits was Minute
Maid juice. Jock Whitney is considered one of the industry’s founders.
In the mid-1950s, the U.S. federal government wanted to speed the development
of advanced technologies. In 1957, the Federal Reserve System conducted a study
that concluded that a shortage of entrepreneurial financing was a chief obstacle to
the development of what it called "entrepreneurial businesses." As a response this
a number of Small Business Investment Companies (SBIC) were established to
"leverage" their private capital by borrowing from the federal government at
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below-market interest rates. Soon commercial banks were allowed to form SBICs
and within four years, nearly 600 SBICs were in operation.
The 1960s saw a tremendous bull IPO market that allowed venture capital firms to
demonstrate their ability to create companies and produce huge investment
returns. For example, when Digital Equipment went public in 1968 it provided
ARD with 101% annualized Return on Investment (ROI). The US$70,000 Digital
invested to start the company in 1959 had a market value of US$37mn. As a
result, venture capital became a hot market, particularly for wealthy individuals
and families. However, it was still considered too risky for institutional investors.
Well, things could only get better from there. Beginning in 1978, aseries of
legislative and regulatory changes gradually improved the climate for venture
investing. First Congress slashed the capital gains tax rate to 28% from 49.5%.
Then the Labor Department issued a clarification that eliminated the pension
funds act as an obstacle to venture investing. At around the same time, there were
a number of high-profile IPOs by venture-backed companies. These included
Federal Express in 1978, and Apple Computer and Genetech Inc in 1981. This
rekindled interest in venture capital on the part of wealthy families and
institutional investors. Indeed, in the 1980s, the venture capital industry began its
greatest period of growth. In 1980, venture firms raised and invested less than
US$600 million. That number soared to nearly US$4bn by 1987. The decade also
marked the explosion in the buy-out business.
The late 1980s marked the transition of the primary source of venture capital
funds from wealthy individuals and families to endowment, pension and other
institutional funds. The surge in capital in the 1980s had predictable results.
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Returns on venture capital investments plunged. Many investors went into the
funds anticipating returns of 30% or higher. That was probably an unrealistic
expectation to begin with.
The consensus today is that private equity investments generally should give the
investor an internal rate of return something to the order of 15% to 25%,
depending upon the degree of risk the firm is taking.
However, by 1990, the average long-term return on venture capital funds fell
below 8%, leading to yet another downturn in venture funding. Disappointed
families and institutions withdrew from venture investing in droves in the 1989-91
period. The economic recovery and the IPO boom of 1991-94 have gone a long
way towards reversing the trend in both private equity investment performance
and partnership commitments.
In 1998, the venture capital industry in the United States continued its seventh
straight year of growth. It raised US$25bn in committed capital for investments
by venture firms, who invested over US$16bn into domestic growth companies in
all sectors, but primarily focused on information technology.
Venture Capitalists also lend management support and provide entrepreneurs with
many other facilities. They even participate in the management process. VC
generally invest in unlisted companies and make profit only after the company
obtains listing. VC extend need based support in a number of stages of
investments unlike single round financing by conventional financiers.VC are in
for long run and rarely exit before 3 years. To sustain such commitment VC and
private equity groups seek extremely high returns.. a return of 30% in dollar
terms. A bank or an FI will fund a project as long as it assure that enough cash
flow will be generated to repay the loans.
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VC is not a lender but an equity partner. Venture capitalists take higher risks by
investing in an early-stage company with little or no history, and they expect a
higher return for their high-risk equity investment. Internationally, VCs look at an
internal rate of return (IRR) north of 40% plus. In India, the ideal benchmark is in
the region of an IRR of 25% for general funds and more than 30% for IT-specific
funds. With respect to investing in a business, institutional venture capitalists look
for average returns of at least 40 per cent to 50 per cent for start-up funding.
Second and later stage funding usually requires at least a 20 per cent to 40 per
cent return per annum.
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\
The industry’s growth in India can be considered in two phases. The first phase
was spurred on soon after the liberalization process began in 1991. According to
former finance minister and harbinger of economic reform in the country,
Manmohan Singh, the government had recognized the need for venture capital as
early as 1988. That was the year in which the Technical Development and
Information Corporation of India (TDICI, now ICICI ventures) was set up, soon
followed by Gujarat Venture Finance Limited (GVFL). Both these organizations
were promoted by financial institutions. Sources of these funds were the financial
institutions, foreign institutional investors or pension funds and high net-worth
individuals. Though an attempt was also made to raise funds from the public and
fund new ventures, the venture capitalists had hardly any impact on the economic
scenario for the next eight years.
However, it was realized that the concept of venture capital funding needed to be
institutionalized and regulated. This funding requires different skills in assessing
the proposal and monitoring the progress of the fledging enterprise. In 1996, the
Securities and Exchange Board of India (SEBI) came out with guidelines for
venture capital funds has to adhere to, in order to carry out activities in India. This
was the beginning of the second phase in the growth of venture capital in India.
The move liberated the industry from a number of bureaucratic hassles and paved
the path for the entry of a number offoreign funds into India. Increased
competition brought with it greater access to capital and professional business
practices from the most mature markets.
There are a number of funds, which are currently operational in India and
involved in funding start-up ventures. Most of them are not true venture funds, as
they do not fund start-ups. However, there is a strong optimistic undertone in the
air. With the Indian knowledge industry finally showing signs of readiness
towards competing globally and awareness of venture capitalists among
entrepreneurs higher than ever before, the stage seems all set for an overdrive.
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The Indian Venture Capital Association (IVCA), is the nodal center for all venture
activity in the country. The association was set up in 1992 and over the last few
years, has built up an impressive database. According to the IVCA, the pool of
funds available for investment to its 20 members in 1997 was Rs25.6bn. Out of
this, Rs10 bn had been invested in 691 projects. Certain venture capital funds are
Industry specific(ie they fund enterprises only in certain industries such as
pharmaceuticals, infotech or food processing) whereas others may have a much
wider spectrum. Again, certain funds may have a geographic focus – like Uttar
Pradesh, Maharashtra, Kerala, etc whereas others may fund across different
territories.
Classification
Venture funds in India can be classified on the basis of
Genesis
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To this list we can add Angels like Sivan Securities, Atul Choksey (ex Asian
Paints) and others. Merchant bankers and NBFCs who specialized in "bought out"
deals also fund companies. Most merchant bankers led by Enam Securities now
invest in IT companies.
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Rs million
4,500.00
3,813.00
4,000.00 3,338.99
3,500.00
3,000.00
2,500.00
1,825.77
2,000.00
1,500.00 963.2
1,000.00
500.00 59.5
0.00
Start-up Later stage Other early Seed stage Turnaround
stage financing
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Financing By Industry
Industry Rs million
Industrial products, machinery 2,599.32
Computer Software 1,832
Consumer Related 1,412.74
Medical 623.8
Food, food processing 500.06
Other electronics 436.54
Tel & Data Communications 385.09
Biotechnology 376.46
Energy related 249.56
Computer Hardware 203.36
Miscellaneous 1,380.85
Total 10,000.46
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Financing By States
Investment Rs million
Maharashtra 2,566
Tamil Nadu 1531
Andhra Pradesh 1372
Gujarat 1102
Karnataka 1046
West Bengal 312
Haryana 300
Delhi 294
Uttar Pradesh 283
Madhya Pradesh 231
Kerala 135
Goa 105
Rajasthan 87
Punjab 84
Orissa 35
Dadra & Nagar Haveli 32
Himachal Pradesh 28
Pondicherry 22
Bihar 16
Overseas 413
Total 9994
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Rs million
3,000 2,566
2,500
2,000
1531
1372
1,500 1102 1046
1,000
500 312 300 294
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Recent Investments in India
Number Of
Investments
Value Of
Investments
($ mn)
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IDG India Ventures - - 14 8 - 22
Inventus Capital - - - - - -
Partners
Total Funds
Raised
($ mn)
Investor 2005 2006 2007 2008 2009 Total
Sequoia Capital India 200 400 300 725 - 1,625
Helion Venture - 140 - 210 - 350
Partners
Nexus India Capital - - 100 220 - 320
Ventureast - - 136 86 - 222
NEA IndoUS Ventures - - 189 - - 189
IDG India Ventures - 150 - - - 150
Inventus Capital - - - 125 - 125
Partners
Norwest Venture - - - - - -
Partners
DFJ India - - - - - -
Kleiner Perkins - - - - - -
Intel Capital - - - - - -
Canaan Partners - - - - - -
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List of registered Venture
Capital Funds
S.N Name of the Venture Capital Fund Registration Date of
o No. Registrati
on
1 Aavishkaar India Micro Venture Capital IN/VCF/02- 22.05.200
Fund 03/037 2
2 Aboyne India Trust IN/VCF/09- 10.11.200
10/161 9
3 ACA Private Equity Trust IN/VCF/08- 04.11.200
09/136 8
4 Adharshila Venture Capital Fund IN/VCF/06- 16.01.200
07/095 7
5 Aditya Birla Private Equity Trust IN/VCF/08- 24.12.200
09/138 8
6 Akruti City Venture Capital Fund IN/VCF/08- 10.07.200
09/125 8
7 Ambit Pragma Fund IN/VCF/08- 10.07.200
09/126 8
8 Anand Rathi Realty Fund IN/VCF/05- 23.06.200
06/064 5
9 APIDC IN/VC/98- 20.11.199
99/008 8
10 Aditya Birla Real Estate Fund IN/VCF/09- 26.02.201
10/169 0
11 Ariston IET Fund IN/VCF/10- 18.10.201
11/0192 0
12 ASK Real Estate Special Opportunities IN/VCF/10- 02.09.201
Fund 11/0185 0
13 Ativir Venture Capital Trust IN/VCF/07- 13.11.200
08/107 7
14 Aureos India Fund IN/VCF/05- 01.02.200
06/076 6
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15 Avendus Ace Fund Trust IN/VCF/09- 26.10.200
10/154 9
16 Avigo India Private Equity Trust IN/VCF/05- 14.03.200
06/080 6
17 Axis Infrastructure Fund -1 IN/VCF/08- 28.04.200
09/116 8
18 Axis Venture Capital Trust IN/VCF/06- 03.10.200
07/090 6
19 Blume Ventures Fund 1 IN/VCF/10- 07.01.201
11/0201 1
20 BTS India Private Equity Fund IN/VCF/05- 31.03.200
06/085 6
21 Business Excellence Trust IN/VCF/08- 08.10.200
09/133 8
22 Business Excellence Trust II IN/VCF/10- 31.05.201
11/175 0
23 BYTS Growth Fund IN/VCF/08- 25.07.200
09/127 8
24 Canbank Venture Capital Fund IN/VC/97- 04.03.199
98/006 8
25 Cheeko Tel Pvt Ltd IN/VCF/09- 22.09.200
10/152 9
26 CIG Realty Fund IN/VCF/05- 02.12.200
06/075 5
27 Cinema Capital Venture Fund IN/VCF/08- 22.05.200
09/117 8
28 DHFL Venture Capital Fund IN/VCF/05- 01.10.200
06/069 5
29 Dhunn Carr Management and IN/VC/00- 11.01.200
Research India Private Limited 01/031 1
30 Edelweiss Investment Trust IN/VCF/05- 31.10.200
06/072 5
31 Emerging India Fund IN/VCF/10- 18.05.201
11/173 0
32 Enam India Infrastructure Fund IN/VCF/10- 06.09.201
11/0186 0
33 Eureka Venture Fund IN/VCF/04- 14.02.200
05/054 5
34 Faering Capital India Evolving Fund IN/VCF/10- 23.11.201
11/0195 0
35 Felicitas Venture Capital Trust IN/VCF/08- 17.10.200
09/135 8
36 FIRE Capital Fund IN/VCF/04- 19.07.200
05/049 4
37 Footprint Venture India Fund IN/VCF/07- 22.06.200
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08/100 7
38 Forum Synergies India Trust IN/VCF/08- 30.09.200
09/132 8
39 Gaja Capital India Fund- I IN/VCF/07- 30.10.200
08/105 7
40 Green India Venture Fund IN/VCF/08- 27.06.200
09/121 8
41 Growth Plus Real Estate Fund IN/VCF/07- 12.06.200
08/099 7
42 Gujarat Bio techology Fund IN/VCF/05- 08.04.200
06/056 5
43 Gujarat Information Tech Fund IN/VC/00- 26.06.200
01/023 0
44 Gujarat Infrastructure Development IN/VCF/05- 01.02.200
Fund 06/078 6
45 Gujarat VCF – 1990 IN/VC/99- 03.11.199
00/018 9
46 GVFL Venture Capital Fund IN/VCF/07- 07.06.200
08/098 7
47 Halcyon Opportunities Special IN/VCF/09- 07.01.201
Situations Rupee Fund 10/167 0
48 HDFC Property Fund IN/VCF/04- 21.12.200
05/053 4
49 High Street Venture Capital Trust IN/VCF/08- 24.11.200
09/137 8
50 Hive Fund IN/VC/00- 22.01.200
01/033 1
51 i3E Trust IN/VCF/09- 28.10.200
10/156 9
52 ICICI Econet Fund IN/VC/00- 04.12.200
01/028 0
53 ICICI Emerging Sector Trust IN/VCF/02- 29.08.200
03/040 2
54 IDFC - India Infrastructure Fund – 3 IN/VCF/08- 28.05.200
09/118 8
55 IDFC Infrastructure Fund IN/VCF/02- 10.12.200
03/042 2
56 IDFC Infrastructure Fund – 2 IN/VCF/05- 15.06.200
06/061 5
57 IL&FS ORIX Trust IN/VCF/09- 21.07.200
10/147 9
58 IL&FS Private Equity Trust IN/VCF/04- 27.07.200
05/050 4
59 IL&FS Special Opportunities Fund IN/VCF/09- 21.12.200
10/166 9
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60 iLabs Venture Capital Fund IN/VC/00- 11.01.200
01/030 1
61 India Advantage Fund 1 IN/VCF/02- 20.01.200
03/043 2
62 India Advantage Fund –III IN/VCF/05- 06.06.200
06/060 5
63 India Advantage Fund IV IN/VCF/05- 11.08.200
06/067 5
64 India Advantage Fund RE S2 IN/VCF/10- 06.09.201
11/0187 0
65 India Advantage Fund S3 I (earlier IN/VCF/07- 19.03.200
known as India Advantage Fund VIII) 08/113 8
67 India Alternatives Pvt Equity Fund IN/VCF/10- 19.04.201
11/172 0
Till Zephyr Peacock India II Trust IN/VCF/09- 04.12.200
18 10/165 9
0
venture capital funds set up by angel investors, that is, high net worth
individual investors;
venture capital subsidiaries of corporations and private venture capital
firms/ funds.
Venture capital subsidiaries are established by major corporations,
commercial bank holding companies and other financial institutions.
Venture funds in India can be classified on the basis of the type of promoters
Till early 90s, under the license raj regime, only commodity centric businesses
thrived in a deficit situation. To fund a cement plant, venture capital is not needed.
What was needed was ability to get a license and then get the project funded by
the banks and DFIs. In most cases, the promoters were well-established industrial
houses, with no apparent need for funds. Most of these entities were capable of
raising funds from conventional sources, including term loans from institutions
and equity markets.
Scalability
The Indian software segment has recorded an impressive growth over the last few
years and earns large revenues from its export earnings, yet our share in the global
market is less than 1 per cent. Within the software industry, the value chain ranges
from body shopping at the bottom to strategic consulting at the top. Higher value
addition and profitability as well as significant market presence take place at the
higher end of the value chain. If the industry has to grow further and survive the
flux it would only be through innovation.
For any venture idea to succeed there should be a product that has a growing
market with a scalable business model. The IT industry (which is most suited for
venture funding because of its "ideas" nature) in India till recently had a service
centric business model. Products developed for Indian markets lack scale.
Mindsets
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were offshoots of financial institutions and banks and the lending mindset
continued.
True venture capital is capital that is used to help launch products and ideas of
tomorrow. Abroad, this problem is solved by the presence of`angel investors’.
They are typically wealthy individuals who not only provide venture finance but
also help entrepreneurs to shape their business and make their venture successful.
There is a multiplicity of regulators like SEBI and RBI. Domestic venture funds
are set up under the Indian Trusts Act of 1882 as per SEBI guidelines, while
offshore funds routed through Mauritius follow RBI guidelines. Abroad, such
funds are made under the Limited Partnership Act, which brings advantages in
terms of taxation. The government must allow pension funds and insurance
companies to invest in venture capitals as in USA where corporate contributions
to venture funds are large.
Exit
The exit routes available to the venture capitalists were restricted to the IPO route.
Before deregulation, pricing was dependent on the erstwhile CCI regulations. In
general, all issues were under priced. Even now SEBI guidelines make it difficult
for pricing issues for an easy exit. Given the failure of the OTCEI and the revised
guidelines, small companies could not hope for a BSE/ NSE listing. Given the
dull market for mergers and acquisitions, strategic sale was also not available.
Valuation
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Major Problems of Venture Capital Financing :
The category of potential customers and hence the packaging and pricing
details of the product.
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employed.
Regulatory Issues
This aims to give a bird's eye’s view of the various guidelines a venture fund has
to adhere to in India. There are a number of rules and regulation for venture
capital and these would broadly come under either of the following heads:
The Indian Trust Act, 1882 or the Company Act, 1956 depending on
whether the fund is set up as a trust or a company. (In the US, a venture
capital firm is normally set up as a limited liability partnership)
The Foreign Investment Promotion Board (FIPB) and the Reserve Bank of
India (RBI) in case of an offshore fund. These funds have to secure the
permission of the FIPB while setting up in India and need a clearance from
the RBI for any repatriation of income.
The Central Board of Direct Taxation (CBDT) governs the issues
pertaining to income tax on the proceeds from venture capital funding
activity. The long term capital gains tax is at around 10% in India and the
relevant clauses to venture capital may be found in Section 10 (subsection
23).
The Securities and Exchange Board of India has come out with a set of
guidelines attached in the annexure.
Probably this explains why most of the funds prefer to take the easy way out by
listing as offshore funds operating out of tax havens like Mauritius (where the
Avoidance of Double Taxation Treaty, incomes may be freely repatriated).
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Global Scenario In Brief
In the UK, more than 16,500 companies have received venture capital backing
since 1983. In a survey carried out by the British Venture Capital Association and
Coopers & Lybrand (now Price Waterhouse Coopers, over a period of four years
from 1990-91 to 1994-95, on an average, venture-backed companies:
Sales rose by 34 per cent per annum (Five times faster than that of the FT-
SE 100 companies)
Exports grew by 29 per cent
Investment increased by 28 per cent
As much as 88 per cent said that they benefited from their venture capital
backers who provided "more than just money"
Almost 90 per cent venture backed companies would have disappeared or
would have grown less rapidly without Venture Capital
The Venture Capital pool in Hong Kong is 5.5 per cent of the country’s GDP,
with similar figures in Singapore and South Korea. India, Malaysia and Thailand
attract large-scale investible funds from abroad.
Employment at an average annual rate of 9.5 per cent between 1993 and
1997
Sales at an average rate of 12.1 per cent
Profits at 34.9 per cent
Exports at 15.2 per cent
52 per cent of the respondents viewed the importance of venture capital to
growth of business as crucial
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56 per cent considered venture capitalists as being a ‘real partner’
Corporate Venturing
Even though corporate venturing is an attractive alternative, most companies find
it difficult to establish systems, capabilities and cultures that make good venture
capital firms. Corporate managers seldom have the same freedom to fund
innovative projects or to cancel them midstream. Their skills are honed for
managing mature businesses and not nurturing start up companies. If a firm is to
apply the venture capital model, it must understand the characteristics of the
model and tailor its venture capital program to its own circumstances without
losing sight of these essentials.
Apple Computers established a venture fund in 1986 with the dual objectives of
earning high financial return and supporting development of Macintosh software.
They structured compensation mechanisms, decision criteria and operating
procedures on those of top venture capital firms. While they considered
Macintosh as an initial screening factor, its funding decisions were aimed at
optimizing financial returns. The result was an IRR of 90 per cent but little
success in improving the position of Macintosh.
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How relevant is corporate venturing in the Indian scenario? The firms, which
launched the successful corporate ventures had created new products in the
market operating at the higher end of the value chain and had attained a certain
size in the market. Most Indian companies are yet to move up the value chain and
consolidate their position as players in the global market.
The Indian banking system has shown remarkable growth over the last two
decades. The rapid growth and increasing complexity of the financial markets,
especially the capital market have brought about measures for further
development and improvement in the working of these markets. Banks and
development financial institutions led by ICICI, IDBI and IFCI were providers of
term loans for funding projects.
Equity was raised from the capital markets using the IPO route. The bull markets
of the 90s, fuelled by Harshad Mehta and the FIIs, ensured that (ad)venture capital
was easily available. Manufacturing companies exploited this to the full.
The services sector was ignored, like software, media, etc. Lack of understanding
of these sectors was also responsible for the same. If we look back to 1991 or
even 1992, the situation as regards financial outlay available to Indian software
companies was poor.
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The Venture Capital Process
Venture capitalists are a busy lot. This chapter aims to highlight the approach to
an investor and the entire process that goes into the wooing the venture capital
with your plan.
First, you need to work out a business plan. The business plan is a document that
outlines the management team, product, marketing plan, capital costs and means
of financing and profitability statements.
The venture capital investment process has variances/features that are context
specific and vary from industry, timing and region. However, activities in a
venture capital fund follow a typical sequence. The typical stages in an investment
cycle are as below:
In generating a deal flow, the venture capital investor creates a pipeline of ‘deals’
or investment opportunities that he would consider for investing in. This is
achieved primarily through plugging into an appropriate network. The most
popular network obviously is the network of venture capital funds/investors. It is
also common for venture capitals to develop working relationships with R&D
institutions, academia, etc, which could potentially lead to business opportunities.
Understandably the composition of the network would depend on the investment
focus of the venture capital funds/company. Thus venture capital funds focussing
on early stage technology based deals would develop a network of R&D centers
working in those areas. The network is crucial to the success of the venture capital
investor. It is almost imperative for the venture capital investor to receive a large
number of investment proposals from which he can select a few good investment
candidates finally. Successful venture capital investors in the USA examine
hundreds of business plans in order to make three or four investments in a year.
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It is important to note the difference between the profile of the investment
opportunities that a venture capital would examine and those pursued by a
conventional credit oriented agency or an investment institution. By definition, the
venture capital investor focuses on opportunities with a high degree of innovation.
The deal flow composition and the technique of generating a deal flow can vary
from country to country. In India, different venture capital funds/companies have
their own methods varying from promotional seminars with R&D institutions and
industry associations to direct advertising campaigns targeted at various segments.
A clear pattern between the investment focus of a fund and the constitution of the
deal generation network is discernible even in the Indian context.
Due Diligence
Due diligence is the industry jargon for all the activities that are associated with
evaluating an investment proposal. It includes carrying out reference checks on
the proposal related aspects such as management team, products, technology and
market. The important feature to note is that venture capital due diligence focuses
on the qualitative aspects of an investment opportunity.
New Financing
Inter-Company Transactions
Structuring A Deal
Structuring refers to putting together the financial aspects of the deal and
negotiating with the entrepreneurs to accept a venture capital’s proposal and
finally closing the deal. To do a good job in structuring, one needs to be
knowledgeable in areas of accounting, cash flow, finance, legal and taxation. Also
the structure should take into consideration the various commercial issues (ie what
the entrepreneur wants and what the venture capital would require to protect the
investment). Documentation refers to the legal aspects of the paperwork in putting
the deal together.
The instruments to be used in structuring deals are many and varied. The objective
in selecting the instrument would be to maximize (or optimize) venture capital’s
returns/protection and yet satisfy the entrepreneur’s requirements.
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The instruments could be as follows:
Instrument Issues
Loan clean vs secured
Interest bearing vs non interest bearing
convertible vs one with features (warrants)
1st Charge, 2nd Charge,
loan vs loan stock
Maturity
Preference shares redeemable (conditions under Company Act)
Participating
par value
nominal shares
Warrants exercise price, expiry period
Common shares new or vendor shares
par value
partially-paid shares
Options exercise price, expiry period, call, put
In India, straight equity and convertibles are popular and commonly used.
Nowadays, warrants are issued as a tool to bring down pricing.
A variation that was first used by PACT and TDICI was "royalty on sales". Under
this, the company was given a conditional loan. If the project was successful, the
company had to pay a % age of sales as royalty and if it failed then the amount
was written off.
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Promoter Shares
Exit
One of the most crucial issues is the exit from the investment. After all, the return
to the venture capitalist can be realized only at the time of exit. Exit from the
investment varies from the investment to investment and from venture capital to
venture capital. There are several exit routes, buy-buck by the promoters, sale to
another venture capitalist or sale at the time of Initial Public Offering, to name a
few. In all cases specialists will work out the method of exit and decide on what is
most profitable and suitable to both the venture capitalist and the investee unit and
the promoters of the project.
The Management
Most businesses are people driven, with success or failure depending on the
performance of the team. It is important to distinguish the entrepreneur from the
professional management team. The value of the idea, the vision, putting the team
together, getting the funding in place are amongst others, some key aspects of the
role of the entrepreneur. Venture capitalists will insist on a professional team
coming in, including a CEO to execute the idea. One-man armies are passe.
Integrity and commitment are attributes sought for. The venture capitalist can
provide the strategic vision, but the team executes it. As a famous Silicon Valley
saying goes "Success is execution, strategy is a dream".
The Idea
The idea and its potential for commercialization are critical. Venture funds look
for a scalable model, at a country or a regional level. Otherwise the entire game
would be reduced to a manpower or machine multiplication exercise. For
example, it is very easy for Hindustan Lever to double sales of Liril - a soap
without incremental capex, while Gujarat Ambuja needs to spend at least Rs4bn
before it can increase sales by 1mn ton. Distinctive competitive advantages must
exist in the form of scale, technology, brands, distribution, etc which will make it
difficult for competition to enter.
Valuation
All investment decisions are sensitive to this. An old stock market saying "Every
stock is a buy at a price and vice versa". Most deals fail because of valuation
expectation mismatch. In India, while calculating returns, venture capital funds
will take into account issues like rupee depreciation, political instability, which
adds to the risk premia, thus suppressing valuations. Linked to valuation is the
stake, which the fund takes. In India, entrepreneurs are still uncomfortable with
the venture capital "taking control" in a seed stage project.
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Exit
Without exit, gains cannot be booked. Exit may be in the form of a strategic sale
or and IPO. Taxation issues come up at the time. Any fund would discuss all exit
options before closing a deal. Sometimes, the fund insists on a buy back clause to
ensure an exit.
Portfolio Balancing
Most venture funds try and achieve portfolio balancing as they invest in different
stages of the company life cycle. For example, a venture capital has invested in a
portfolio of companies predominantly at seed stage, they will focus on expansion
stage projects for future investments to balance the investment portfolio. This
would enable them to have a phased exit.
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Current Trends
Capital Is Pouring Into Private Equity Funds
The IPO boom and its exceptional returns to venture and other kinds of private
equity investments have led institutional investors, pension funds and
endowments to park their money in these investments.
Bigger Is Better
The most established venture funds now have more partners and therefore are able
to put more money to work effectively. Also, venture firms are doing less deal
syndication, which enables them to put more money to work in a single deal.
Thirdly, many traditional early-stage venture firms have shifted to a multi-stage
investment approach. They will back companies in technologies and industries
they know intimately, almost regardless of the stage.
During the 1989-91 downturn, new venture capital firms faced a problem in
raising partnership capital, as there was a ‘flight to quality’ among investors who
backed established funds in the private equity market. However, developments
over the past few years have demonstrated that investing with an established firm
is no more asure-bet than an investment in a ‘first-time fund’.
One of the healthiest consequences of the growth in institutional funding has been
increased scrutiny that venture firms have come under. Feedback from previous
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investments and suggestions from the investors in these funds are helping to
increase the sense of professionalism in the industry.
Another trend that is emerging slowly is the change in the profile of a fund
manager. The venture capitalist is no longer a hybrid investment banker trying to
cash in on another market boom while still keeping his cards close to his chest.
The new-age venture capitalist is industry-bred and highly regarded in the
business and is fairly at ease with the technologies and processes in the market.
Rapid changes in technology have accelerated the pace and raised the efficiencies
for getting from idea to market. Investors are specializing. Financing sources are
becoming much more focused on their way to investment in today's competitive
environment. Today, from venture capital firms to leveraged buyout (LBO)
houses and corporations, investors are devising specific plans for industries and
technologies they want to be in.
More venture capital funds are going after low-tech or no-tech companies. For
example, Draper International has picked up a stake in Shoppers Stop and Indus
League Clothing.
More companies are acquiring new ideas, products and complementary operations
to capture growth and gain market share. This means financing must allow for
covenants that permit mergers, acquisitions and continued investments.
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Research methodology
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Problem Identification
In this project the main emphasis is given on the present scenario in venture
capital in the country and other developed countries and giving suggestions for the
further improvement of the venture capital.
Research design
Research design is the framework for a study that guides the collection and the
analysis of the data required. it is a blueprint that followed in completing the
study.
Descriptive collection
Descriptive collections are those researches, which are concerned with describing
the characteristics of a particular study.
Descriptive research is used to find out the various alternatives which is cause of
high rate of rise and return while selecting the venture capital and measuring their
performance
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Prospects of Venture Capital Financing :
With the advent of liberalisation, India has been showing remarkable growth in
the economy in the past 10 - 12 years.
The government is promoting growth in capacity utilisation of available and
acquired resources and hence entrepreneurship development, by liberalising
norms regarding venture capital.
While only eight domestic venture capital funds were registered with SEBI during
1996-1998, 14 funds have already been registered in 1999-2000. Institutional
interest is growing and foreign venture investments are also on the rise.
Many state governments have also set up venture capital funds for the IT sector in
partnership with the local state financial institutions and SIDBI. These
include Andhra Paradesh, Karnataka, Delhi, Kerala and Tamil Nadu. The
other states are to follow soon.
In the year 2000, the finance ministry announced the liberalisation of tax
treatment for venture capital funds to promote them & to increase job
creation.
This is expected to give a strong boost to the non resident Indians located in the
Silicon valley and elsewhere to invest some of their capital, knowledge and
enterprise in these ventures.
The company would be creating and marketing branded web based consumer
products in the near future.
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Limitations of study
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1) It will be difficult to get relevant and up-to-date data for this project.
2) The facts and figures from different sources might have some minor
variations among themselves.
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Suggestions and Recommendations
Market stability.
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Conclusion:
The world is becoming increasingly competitive. Companies are required to be
super efficient with respect to cost, productivity, labour efficiency, technical back
up, flexibility to consumer demand, adaptability and foresightedness.
There is an impending demand for highly cost effective, quality products and
hence the need for right access to valuable human expertise to guide and monitor
along with the necessary funds for financing new projects.
The Government of India in an attempt to bring the nation at par and above the
developed nations has been promoting venture capital financing to new,
innovative concepts & ideas, liberalising taxation norms providing tax incentives
to venture firms, giving a philip to the creation of local pools of capital and
holding training sessions for the emerging VC investors.
There are large sectors of the economy that are ripe for VC investors,like,. I.T.,
Pharma, Manufacturing. Telecom, Retail franchises, food processing and many
more. The nation awaits for the burgeoning VC business in India inspite of the
existing shortcomings in the Indian infrastructure. Looking ahead for a bright
future for India Inc.
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