L3VLUP
Venture capital · the hub

Venture capital, from the outside in.

The smallest hiring market in finance, and the least structured. No cycle, no modelling test, and a partnership deciding whether you can find companies before other people do. What the job is, how people get in, the arithmetic it runs on, and the words, on one page.

By Surojit Chakraverti, founder of L3VLUP and an investor running a long-short healthcare and technology equities strategy.

1.What the job is

Before the interview there is a business model, and most of what a venture interview asks is a consequence of it.

2.How people get in

Four routes, no cycle, and a public record that does what a CV cannot.

3.The arithmetic the job runs on

Two calculations underneath every term sheet: who owns what after a round, and who is paid what when the company is sold. Read the method, then do it.

L3 Primer · 6 concepts, then a quizCap Tables and Startup FinancingHow a startup is financed round by round: the table, the round that redraws it, the SAFE, the preferred stock and the preference that decides who is paid at a sale.Start the lesson

4.The vocabulary, in the order a company meets it

From the table to the tax relief. The bold ones open onto a full page: the interview framing, a worked example and the traps.

  1. 1Cap Table (Capitalisation Table)
  2. 2Pre-Money Valuation
  3. 3Post-Money Valuation
  4. 4Priced Round
  5. 5Option Pool
  6. 6Option Pool Shuffle
  7. 7Founder Dilution
  8. 8SAFE (Simple Agreement for Future Equity)
  9. 9Post-Money SAFE
  10. 10Convertible Note
  11. 11Valuation Cap
  12. 12Conversion Discount
  13. 13Advance Subscription Agreement (ASA)
  14. 14Preferred Stock (Venture)
  15. 15Liquidation Preference
  16. 16Non-Participating Preferred
  17. 17Participating Preferred
  18. 18Seniority (Liquidation Stack)
  19. 19Anti-Dilution Protection
  20. 20Weighted Average Anti-Dilution
  21. 21Pro Rata Rights
  22. 22Down Round
  23. 23Term Sheet
  24. 24SEIS (Seed Enterprise Investment Scheme)
  25. 25EIS (Enterprise Investment Scheme)
  26. 26QSBS (Qualified Small Business Stock)

Every venture term is under the glossary, filed under Venture Capital. The SAFE and SEIS pages each carry a note on their equivalents in other markets.

Questions people ask

How do you get into venture capital?

Through one of four routes: operating experience at a startup that grew, founding something, two to three years in banking or consulting for the growth-stage funds, or technical depth in a field a fund underwrites. There is no recruiting cycle. Roles appear when a fund raises or someone leaves, and they go to people the partnership already knows, so the most effective preparation is a public record in one sector: a market map, a memo, a sourcing list with dates.

What does a venture capital interview test?

Origination and judgement rather than modelling. Expect a conversation about what you have found and what you believe, a sourcing exercise, a take-home investment memo, a live market sizing, and conversations with every partner. Growth-stage funds add a modelling exercise. The technical questions that do appear are about the cap table and the term sheet: pre-money and post-money, the option pool, SAFE conversion and liquidation preferences.

What is a cap table?

The register of who owns what in a company: every share, option, warrant and convertible instrument, with a fully diluted percentage for each. Every round is negotiated over it, and every term that sounds like a price is an instruction about how the next version is drawn. The Cap Table Builder on this site takes one company from founding through a SAFE and a priced seed round with every number worked.

What is a liquidation preference?

The right of a preferred shareholder to receive a stated amount, usually the money invested, from the proceeds of a sale before common shareholders receive anything. A non-participating preference lets the holder choose between the preference and their as-converted share; a participating one gives them both, usually up to a cap. The Exit Waterfall Lab writes one cheque six ways and shows what each pays at any exit value.

What is the difference between a SAFE and SEIS?

They are different kinds of thing. A SAFE is an American instrument for investing before a company has a price: cash now, shares at the next priced round. SEIS is a UK tax relief that gives an individual 50% of an early-stage investment back as income tax relief. They meet in the advance subscription agreement, the UK instrument drafted to do the SAFE’s job while keeping SEIS and EIS relief, which a US-form SAFE would lose.

Go further than reading

The material above is free. These are the ways to get it applied to your own memo, your own sourcing list and your own interviews.