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Confidential discussion draft · v0.9
Favcy VB × Jeet Brothers Ventures
The Joint Venture Studio Blueprint
One platform · Three engagement models · One governance system
One studio to build and scale new companies, together.
Jeet Brothers brings capital, networks and patient ownership. Favcy brings the team that builds. One studio, where every decision is gated, written down and owned.
Jeet Brothers Ventures
Mandate + Capital
Strategic direction, business networks, corporate access, reputation and long-horizon ownership.
×
Favcy Venture Builders
System + Execution
Thesis design, validation, product, growth, operators, shared services and capital readiness.
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Joint Outcome
Institutional Venture Creation
A governed portfolio—not a collection of projects—with reusable learning and compounding equity.
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Jeet Brothers brings capital and access. Favcy builds the companies. Governance keeps everyone aligned and founders investable.
01
One Mandate
A jointly approved thesis, capital envelope and annual venture-creation target.
02
Stage-Gated Capital
Evidence releases the next tranche. Sunk-cost emotion never replaces a gate decision.
03
Clear Decision Rights
Strategy, investment, operations and PortCo governance each have named owners.
04
Founder-Safe Structures
Vesting, IP, ESOP, dilution and reserved matters are designed before capital is deployed.
Proposal for tomorrow: approve a 90-day studio pilot, the 2+2+1 governance design, the three engagement bands and the work required to finalize binding documents.
Operating architecture
Three models. The equity matches the commitment.
Equity should follow the risk, capital, embedded team and accountability actually taken by the studio. Click a model to open its complete do’s, don’ts and governance design.
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Founder-led
3–8%
Acceleration
Best for an existing startup with a committed founding team, product evidence and a defined acceleration gap.
12–16 week structured program
Founder retains operating and board control
Focused support: GTM, governance, capital readiness
Startup owns venture-specific IP
Click to open full model →
Jointly built
15–30%
Co-Builder
Best when a strong founder or validated thesis exists, but a hands-on venture squad is required to build and scale.
12–24 month embedded build mandate
Named squad, budget and delivery milestones
Joint reserved matters; founder runs the company
Equity earned in tranches, not granted blindly
Click to open full model →
Studio-originated
51%+
Studio Venture
Best when the studio originates the idea, funds validation, assembles the team and carries primary creation risk.
Studio majority at formation
Operator/founder equity vests over time
PortCo owns venture IP; studio licenses shared IP
Institutional dilution plan from day one
Click to open full model →
Dimension
Acceleration
Co-Builder
Studio Venture
Starting point
Existing startup
Founder or validated thesis
Studio-originated opportunity
Favcy/JBV involvement
Programmatic
Embedded venture squad
Company creator and controlling shareholder
Control
Founder-controlled
Joint reserved matters
Studio-controlled at formation
Equity logic
3–5% base; milestone top-up to 8%
15–20% base/earned; performance tranche to 30%
51–70% studio; operator + ESOP + strategic pool
Primary success test
Growth and fundability uplift
Repeatable revenue engine
New investable company created
Key mistake to avoid
Delivering co-founder effort for accelerator equity
Open-ended services without milestones
Assuming majority ownership must remain forever
Legal/structuring note: ownership above one-half of voting power—or control of board composition—can create a holding/subsidiary relationship under India’s Companies Act. The final structure should be reviewed for consolidation, related-party, tax and fundraising consequences.
Organizational hierarchy
Owned jointly. Run by one team. One independent member for conflicts.
The structure separates ownership, investment approval and daily execution. Every node is clickable.
Monthly Portfolio CouncilEvidence, burn, risks, founder health and next gate for every venture.
Quarterly Studio BoardStrategy, capital envelope, governance, portfolio value and exceptions.
Annual Principals ReviewThesis, partnership economics, brand mandate and next-year ambition.
Recommended voting rule: ordinary matters by 3/5; reserved matters by 4/5 and at least one affirmative vote from each partner. Conflicted members recuse. Quorum always requires representation from both JBV and Favcy.
Suggested profiles
A small core team and a shared bench.
The studio should hire for decision ownership and venture throughput. Specialist capability can remain shared until portfolio demand justifies full-time roles.
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Day-1 staffing recommendation
Full-time: Studio CEO, Head of Venture Creation, 2 Venture Architects/EIRs and Portfolio Controller. Shared from Favcy/JBV: Product & Tech, Growth, Talent, Legal/IP, Finance and Investor Relations. The independent IC/board member is part-time.
Venture lifecycle
Every stage has an owner, an output and a go/stop gate.
The same funnel serves all three models; the depth of studio commitment changes after the model-selection gate.
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How the three models travel through the system
The highlighted steps show where the studio carries deeper execution responsibility.
Acceleration
IntakeDiagnosisAcceleration sprintCapital readinessAlumni support
Co-Builder
IntakeValidationJoint term sheetEmbedded build squadScale engine
Studio
Problem miningValidationOperator searchIncorporationBuild + fundSpin-out
Kill discipline: stop or redesign when buyer urgency is weak, unit economics cannot reach the approved threshold, a regulatory barrier is unresolved, no credible operator emerges, or the capital intensity is outside the studio thesis.
Getting everything in place
We launch when the studio is ready, not before.
Click each readiness item to mark it complete. Progress is saved in this browser for the meeting.
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Studio and PortCo structures
The studio and each company keep separate cap tables.
The studio entity governs the JBV–Favcy relationship. PortCo ownership should reflect the venture model, operator incentives, future ESOP and external fundraising.
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A. Structure of Jeet Brothers Ventures × Favcy VB
Recommended for pilot
Managed Studio
JBV owns the studio brand/entity and capital mandate. Favcy is the exclusive operating venture-builder under a multi-year agreement with fixed and performance economics.
Why it worksFast to launch, clear brand ownership, easy to test operating fit.
GuardrailMinimum capital, KPI-linked economics, exclusivity scope and conversion option.
Joint StudioCo
JBV and Favcy both hold equity in the studio entity. A 2+2+1 board, vesting/buyback and deadlock clauses become essential.
Why it worksDeepest long-term alignment and one compounding portfolio balance sheet.
Watch-outEarly valuation debate, permanent cap-table complexity and deadlock risk.
Deal-by-Deal SPVs
JBV and Favcy agree economics independently for each venture or thematic pool, without shared ownership at studio level.
Why it worksMaximum flexibility and clean separation of different capital mandates.
Watch-outFragmented governance, inconsistent incentives and high transaction load.
Recommended path: begin with a 12-month Managed Studio pilot and a pre-agreed option to convert into a Joint StudioCo after agreed proof points—such as governance compliance, capital deployed, ventures validated and PortCos launched.
B. Illustrative PortCo cap tables at formation
Acceleration
Illustrative 6% studio position
Founders / existing holders82%
JBV Studio6%
ESOP12%
Co-Builder
Illustrative 24% studio position
Founder(s)60%
JBV Studio24%
ESOP12%
Strategic pool4%
Studio Venture
Illustrative 60% studio position
JBV Studio60%
Operator / founder20%
ESOP12%
Strategic pool8%
Economic design principles
1. Cost clarity
Operating retainer covers the agreed core platform; venture-specific build costs are budgeted separately.
2. Performance participation
Favcy’s upside should be linked to venture creation, value milestones or realizations—not only time spent.
3. No hidden double charge
Fees, equity and third-party margins are disclosed and approved through the annual budget.
4. Dilution before emotion
Each PortCo has an approved dilution map for ESOP and future institutional rounds.
Year-1 financial model · base case
A ₹7.6Cr envelope to build three companies in Year 1.
An editable base case for three co-built PortCos. All figures are pre-tax discussion targets — to be confirmed with Indian legal, tax and accounting advisers.
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₹7.6Cr
Total pre-tax envelope
Operations + PortCo deployment + held reserve.
₹2.6Cr
Studio operations
Favcy fees ₹1.69Cr, Studio CEO ₹0.60Cr, overhead ₹0.31Cr.
₹3.75Cr
PortCo deployment
₹1.25Cr authorized per company, released through gates.
₹1.25Cr
Held follow-on reserve
Released only on Investment Committee approval.
A · Funding mix
Studio operations₹2.60Cr
PortCo deployment₹3.75Cr
Held reserve₹1.25Cr
B · 12-month scheduled cash flow (₹ lakh)
Retainer billed quarterly in advance; setup split 50/50; PortCo tranches released at gates in months 2, 4, 7 and 10. The ₹1.25Cr reserve is excluded until approved.
C · Per-PortCo use of authorized capital (₹1.25Cr each)
Use of funds
% of capital
Per PortCo (₹L)
All 3 PortCos (₹L)
Product & engineering
32%
40
120
GTM & paid pilots
20%
25
75
Founder / operator
19.2%
24
72
Talent & specialists
12%
15
45
Contingency
12%
15
45
Legal, finance & tools
4.8%
6
18
Total authorized capital
100%
125
375
D · Stage-gated capital release
Gate
Evidence required
% of capital
Month
Per PortCo (₹L)
All PortCos (₹L)
G0 · Validation
Buyer urgency, problem evidence, kill criteria
12%
2
15
45
G1 · MVP
Incorporation, operator terms, MVP plan
20%
4
25
75
G2 · Paid pilot
Working product and commercial proof
28%
7
35
105
G3 · Scale
Repeatability, unit economics and next-round case
40%
10
50
150
Total
—
100%
—
125
375
These gates mirror the venture-creation flow in section 05: capital is released only when the evidence for the next stage is in hand.
E · Ownership and illustrative value
Favcy receives a share of the studio pool — not an additional direct grant from each PortCo. The studio holds an illustrative 24% per co-built PortCo.
JBV75%
Favcy20%
Leadership pool5%
Holder
Share of studio pool
Effective stake / PortCo
After 30% dilution
Illustrative value (₹Cr)
JBV
75%
18.0%
12.6%
12.6
Favcy
20%
4.8%
3.36%
3.36
Leadership pool
5%
1.2%
0.84%
0.84
Total studio position
100%
24.0%
16.8%
16.8
1
Modeled success
Illustrative — one PortCo reaching a value event. Not a forecast.
₹100Cr
Assumed exit value
Average value per successful company in the illustration.
₹16.8Cr
Studio gross value
Post-dilution studio position at the modeled outcome.
~1.66x
JBV cash-on-cash
Illustrative gross multiple on JBV’s deployed capital.
Discussion draft: every figure is an editable base-case assumption, not a commitment. GST treatment, securities instruments and input-tax-credit eligibility must be finalized by qualified Indian legal, tax and accounting advisers.
Who decides what
We agree who decides what, up front.
This is the proposed decision-rights map. “Owner” prepares and executes; “Approve” is the formal authority.
Thesis change, capital envelope, new venture incorporation, equity/convertibles, material debt, related-party deals, core IP transfer, founder removal, M&A and studio-brand commitments.
Delegated thresholds
Define T1 for venture CEO, T2 for Studio CEO, T3 for IC and “above T3” for the Joint Board. Thresholds should cover spend, hiring, contracts and discounts.
Deadlock path
Management resolution → Joint Board → Principals Council → mediation / pre-agreed buy-sell or status-quo mechanism. No unilateral action on a reserved matter.
Click to explore sections
Rules that keep us fast, trusted and investable.
These are the policy headings for the definitive Studio Charter, Operating Agreement and PortCo templates.
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From agreement to first build
A 90-day pilot to test the partnership first.
By Day 90: governance running, a real pipeline, and one or two build decisions backed by evidence.
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Days 0–30
Foundation
Create the mandate, decision system and minimum operating team.
Sign Heads of Terms / Studio Charter
Appoint 2+2+1 board and interim IC
Confirm Studio CEO and Favcy Operating Partner
Approve Year-1 thesis and capital envelope
Finalize scorecards, templates and data room
Agree studio economics and PortCo bands
Output: governed studio ready to originate and validate.
Days 31–60
Pipeline & Systems
Build qualified deal flow and test the operating cadence.
Run problem-mining sessions with JBV network
Screen an illustrative 20 opportunities
Advance 5 into discovery / validation
Recruit operator and EIR bench
Activate weekly Build Room and monthly Council
Complete IP, conflict and investment templates
Output: ranked pipeline with evidence and named owners.
Days 61–90
Build Decisions
Convert validation into explicit build, partner, pivot or kill decisions.
Complete 3 validation sprints
Select the right engagement model for each
Approve 1–2 investment/build memos
Issue founder/operator terms and vesting
Launch pilot or incorporate first PortCo
Publish 12-month portfolio and capital plan
Output: first venture(s) approved and studio proof established.
Illustrative pilot scorecard to approve
100%
Decisions logged
Every gate, exception, conflict and tranche has an auditable record.
≤ 6 wks
Validation decision
Time from approved opportunity to build / partner / pivot / kill decision.
20 → 5 → 2
Funnel discipline
Illustrative screened, validated and build-approved opportunity funnel.
12 mo
Capital visibility
Studio operating runway plus venture-specific tranche plan.
All numeric targets are proposed discussion targets, not commitments. The Board should approve the final funnel, budget, timelines and sector thesis.
Tomorrow’s outcome
Eight decisions to make.
Click to mark decisions complete. Add notes on the right; both are saved in this browser.