Conversion Rate or Ratio

The Conversion Ratio, a pivotal element in startup finance, signifies the number of shares of Common Stock into which each share of Preferred Stock can be converted. For Indian founders, understanding the Conversion Ratio is fundamental in navigating the complexities of equity structures, especially in the context of fundraising and potential exit scenarios.

What it Means:

The Conversion Ratio serves as a bridge between Preferred Stock and Common Stock. It determines the exchange rate at which investors holding Preferred Stock can convert their shares into Common Stock. This mechanism ensures a standardized approach to equity transition, aligning with the dynamics of different funding rounds.

How to Calculate:

To calculate the Conversion Ratio, divide the number of shares of Common Stock by the number of shares of Preferred Stock. Mathematically, Conversion Ratio = Number of Common Shares / Number of Preferred Shares. For example, if there are 1,000,000 Common Shares and 500,000 Preferred Shares, the Conversion Ratio is 2:1.

Why Measure:

Measuring the Conversion Ratio is crucial for Indian founders during fundraising rounds and potential exit scenarios. It impacts the equity dynamics of the company and influences the conversion value for investors. A well-defined and transparent Conversion Ratio fosters investor confidence and aligns interests between founders and investors.


Consider an Indian tech startup raising funds in a Series A round. The investors contribute ₹5 crores for 1 million Preferred Shares, and the agreed-upon Conversion Ratio is 2:1. This implies that for every 2 Preferred Shares, investors can convert them into 1 Common Share. If the company later goes public, investors can convert their Preferred Shares into Common Shares based on this ratio.

In this scenario, the Conversion Ratio provides clarity on the transition of equity and facilitates a seamless understanding between founders and investors, ensuring equitable treatment during various stages of the startup's growth.

In conclusion, the Conversion Ratio stands as a pivotal aspect of equity structures for Indian founders, impacting investor relations and potential exit scenarios. By comprehending and transparently managing Conversion Ratios, founders can navigate fundraising and growth stages with confidence, fostering a collaborative and trusting relationship with stakeholders.