Sometimes it may seem like accountants speak another language. To help startup founders familiarize themselves with basic startup accounting terms, Kruze Consulting has created a dictionary of accounting terms used with startup and early-stage companies. If you have other questions about the financial terms and acronyms used in startup accounting or in this glossary, please contact us.
A 409A valuation sets the price at which people may purchase shares of a private company’s common stock, and the fair market value of the company’s stock is set by a third-party, independent appraiser. These should be conducted annually, or after every new funding round, to help set the strike price for employee options. Learn about what a 409A valuation costs, or watch our videos to understand why startups need these valuations on a regular basis.
An 83(b) election is a formal document that you sent to the IRS to state you are electing to buy your stock immediately, even if it hasn’t all vested. You file an 83(b) to lock in your stock prices so that you have a low tax basis.
A company or program that nurtures startups with mentoring, capital, and information about negotiating the startup ecosystem.
Accounting includes bookkeeping, the process of recording a business’s financial transactions, but takes that information and verifies, reports, and analyzes the results. The results are compiled into financial statements and presented to a number of entities, including investors, lenders, regulators, tax authorities, and other company stakeholders.
The accounting equation, also known as the balance sheet equation, is a fundamental principle in financial accounting that states: Assets = Liabilities + Owner’s Equity. This equation forms the basis of double-entry bookkeeping and reflects the relationship between a company’s resources (assets) and its sources of funding (liabilities and owner’s equity). The accounting equation must always be in balance, ensuring that every transaction affects at least two accounts and that the total debits equal the total credits, thus maintaining the integrity of a company’s financial statements.
Accounts receivable are the balances due from customers of a company that have purchased goods or services but have not yet paid for them.
These loans provide financing to a company based on the company’s receivables, essentially allowing a company to pull its cash flow forward thirty to sixty days by paying the lender a small fee.
Accounts payable refers to the money a company owes to vendors or suppliers that have been purchased on credit.
An investor that can participate in venture capital, private equity funds, angel investments etc. In order to be an accredited investor there is no standardized federal verification process, but you must meet at least one of the specific criteria.
This criteria consists of either having earned an excess of $200,000 (or $300,000 with a spouse) in each of the past two years with similar prospects for the current year. Having a net worth in excess of $1 million (together with a spouse or individually) or holding a series 7, 65 or 82 license in good standing.
The lack of official verification means it is a startup’s responsibility to assess the accredited investor’s status and reputation.
An accounting method that records revenue and expense transactions when the transactions occur, rather than waiting until the company has received or made actual payments..
Purchasing or acquiring a company for the purpose of hiring the company’s staff.
The purchase of a company by another company or an investment group, which often leads to an exit.
The fee incurred to cover the cost of administration (record keeping/filing/other administrative costs) when a line of credit, convertible note, a new loan, SPV or other financing vehicles is taken out from a bank, investor or lender.
The segment of a funding round that is designated for a specific investor, fund, investment group, or other investment entity.
Amortization
Amortization is used in different ways in accounting. One definition is a series of fixed payments that reduces or pays back a debt (loan amortization). Amortization is also used to refer to the process of gradually writing off an intangible asset, similar to depreciation. For example, the Tax Cuts and Jobs Act required companies to amortize their research and development (R&D) deductions over five years for domestic R&D and 15 years for foreign R&D.
An early-stage investor that provides their own capital to help launch a startup or small business.
A professional organization of angel investors who collaborate in evaluating and identifying potential investment opportunities. When an opportunity is discovered they collectively write a check from pooled funds. As part of the startup ecosystem, they often have connections to later-stage investors, and frequently provide introductions to these investors.
An informal collection of accredited investors who can select to opt in or out of potential investment opportunities. Each time an investment opportunity arises, members of the syndicate write individual checks of which they pool together. Unlike an angel group, angel syndicates are typically individuals who invest on the side, rather than professional investors.
Annual contract value (ACV) is the total amount of revenue generated by a customer contract, excluding any fees. ACV is a metric used by software as a service (SaaS) companies, and is normally an annual average derived from the total contract value (TCV).
Annual Recurring Revenue (ARR)
Annual recurring revenue (ARR) is contracted, subscription revenue, normalized on an annual basis, that a subscription business expects to receive/deliver to those customers. ARR is used to demonstrate predictable revenue to be received over a 12 month period, and is calculated by multiplying monthly recurring revenue (MRR) by 12. It excludes non-recurring or one-time revenue.
A clause in a funding contract that protects an investor from having their percentage of company ownership reduced in subsequent fundraising rounds.
Anti-dilution protection allows startup investors the right to maintain their ownership percentages in the event new shares are issued. Anti-dilution protections typically apply to preferred stock. If a startup has a new round of equity financing, the number of shares outstanding will increase, while a previous investor still owns the same number of shares. That means the investor’s percentage of ownership in the company will decrease. Anti-dilution protection adjusts the conversion of preferred shares into common shares during a dilution event, like a downround. That protects these investors if the new offering price is lower than the conversion price on the investor’s shares.
Asset light
The term used to describe a business when the majority of its assets on the balance sheet have little to no depreciation. In other words, the company only has a small amount of fixed assets. To be asset-light generally means a business will have a better return on assets, greater flexibility, and lower profit volatility. For example, companies in the service sector are commonly asset-light.
An audit is an official inspection of the records of a startup, usually performed by an independent third party, htat provides an objective appraisal of the company’s financial position.
Based on a company’s articles of incorporation, authorized shares are the maximum number of shares a business is allowed to issue. A company’s authorized shares must never be exceeded by its outstanding shares.
Automated Clearing House (ACH)
The Automated Clearing House is a system used nationwide by thousands of participating financial institutions. The ACH allows batches of electronic transactions, such as direct deposits and payments, to occur at a lower fee between businesses, consumers and governments.
Bad debt
Debt is a fundamental part of business, but businesses can have both good and bad debt. Bad debt is debt that can’t be collected, and it’s eventually written off. Bad debt is something that all businesses that extend credit to customers have to account for, since there’s always a risk that payment won’t be collected.
Often described as a snapshot of the startup’s financial condition, a balance sheet reports a company’s assets, liabilities, and shareholder equity at a specific point in time. Balance sheets follow a specific equation, assets = liabilities + shareholders’ equity, which should always balance.
Balloon Payment
A balloon loan is a type of loan that generally has a high interest rate, lower payments, and a lump sum to be paid at the end of the loan’s term. Unlike other loan types, where the payment plan usually dictates a fixed amount to be paid in installments, a balloon loan (seen to be riskier than an amortized or installment loan) requires a significantly larger final payment compared to any of the prior payments made.
Bank reconciliation is the process of comparing a business’s bank balance to their financial records, reconciling, adjusting, and correcting the differences between them to ensure they align.
The initial cost of an asset, from which gains or losses are calculated.
Benchmarking
Used by internal and external parties of an organization, benchmarking is the exercise of comparing an organization’s procedures, policies, or metrics against others in the industry. Examples of benchmarking may include comparing salary bands against similar companies or comparing the metrics of potential investment opportunities.
Binding agreements
A legal contract that meets several criteria: legality (the agreement doesn’t violate any laws); adequate consideration (something of value is exchanged); capacity (both parties understand what they’re doing); and mutual assent (offer and acceptance). If a contract meets these requirements, it is enforceable by a court. If one party doesn’t hold up its end of the bargain, the other party has legal remedies for any damages from breaking the contract.
A startup’s board of directors exists to help guide the company, and are responsible for setting high-level goals for the startup. The board of directors represents the company’s shareholders, and the board’s role is to serve and protect the financial interest of the company, also called fiduciary duty. The board oversees the CEO and other executives, but the startup’s management team runs all the company’s day-to-day operations.
Board rights
The rights of each member of the board within an organization, outlined the organization’s bylaws. These rights can include voting power, raising points of discussion, requests for financial inspection, and calling board meetings.
Bottom Up Financial Model
A bottom-up financial model is a detailed and granular approach used to forecast the financial performance of a company, starting with the most fundamental building blocks or units of the business. This method involves analyzing and aggregating individual components such as product lines, sales channels, or customer segments to estimate revenues, costs, and ultimately, profitability. By focusing on the micro-level elements and their interactions, a bottom-up model allows for a more precise and realistic financial projection, enabling businesses, particularly startups and growing companies, to make informed decisions, plan for resource allocation, and assess potential risks and opportunities from the ground up. This approach contrasts with top-down forecasting, which starts with broader economic or industry data to estimate a company’s financial future.
Annual recurring revenue (ARR) is a metric that shows the amount of money coming in ever year, and it’s very valuable for SaaS startups or any business that works on a subscription basis. ARR is the value of a startup’s recurring revenue from subscriptions over a single calendar year. ARR looks at historical revenue, however, so some startups like to also look at bookings ARR. Bookings ARR is the value of new annualized contracts that are booked in a given period, regardless of when that revenue will be recognized. This metric can provide a better view of a company’s revenue growth and sales performance, since many enterprise B2B SaaS companies have a long sales cycle. Booking ARR can be distorted by customer cancellations, so it’s important to remember that.
Bookkeeping is the process of recording a startup’s financial transactions on a regular basis. Bookkeeping is the foundation of accounting, and accountants use the recorded transactions to prepare financial reports.
Bootstrapping refers to self-financing a startup without relying on angel or seed investors.
Break-even point
The point at which a company’s revenue and expenses are equal. Before this point a company is likely operating at a loss, and the weekly/monthly amount of that loss is known as the burn rate. After reaching the break-even point, the aim is to make a profit.
These short-term loans help startups by providing funding to allow startups to reach the next round of funding or remove an existing obligation.
A bullet loan is a type of financing where the borrower repays the entire principal amount in a single lump sum payment at the end of the loan term. Throughout the loan period, the borrower typically makes only interest payments or, in some cases, no payments at all until maturity. This loan structure provides flexibility for borrowers by reducing initial cash flow requirements, but it requires careful planning to ensure the ability to make the large final payment, often referred to as a “balloon payment” or “bullet payment.”
Burn Multiple (SaaS Metric)
A SaaS burn multiple is a metric that measures a company’s efficiency at producing new ARR vs. the amount of capital used. It’s calculated by dividing the net cash burned by the net new ARR in a given period. Lower burn multiples are better, as this shows that the startup burns less capital to generate its growth. Decent burn multiples are under 2x, whereas the best are under 1x.
The monthly or weekly rate at which a startup spends its cash reserves to cover expenses, usually before earning significant revenues.
Normal and necessary expenses that are required to run a business.
Business fundamentals
Business fundamentals vary based on the model of the business, but they will typically include growth rate, burn rate, churn, and cash on hand. Used to determine how a business is performing, they will be reviewed both by potential investors or internally to evaluate each functional area of the business.
Business loans
Business loans provide startups with financing, either as a lump sum or a credit line. This funding is provided to a business with the understanding that it will be paid back under a set of terms, usually with interest and fees.
Buyout
A process in which the equity holders of a company are ‘bought out’ by an acquiring company as they take over the majority shares in the aforementioned company.
The most common type of corporation in the US, a C-corp is named for subchapter C of the Internal Revenue Code that outlines the tax differences between C-corps and other corporations. In general, a corporation is a legal entity that has shareholders, directors, and officers, and the shareholders are not personal responsible for any debts of the corporation.
California Sales Tax Exemption
Hardware startups that are in research and development mode and are purchasing physical goods in California may be able to take advantage of the Manufacturing and Research & Development Equipment Exemption, a partial sales tax exemption for qualified purchases.
California Statement of Information
The California Statement of Infomration is an annual report that legal entities in California need to file. The report updates the state about the company’s business status and principal officers and directors. A newly formed business has to file the first Statement of Information within 90 days of filing Articles of Incorporation, and the annual updates are due on the last day of your anniversary month. Most corporations can file their annual Statements online at the Secretary of State’s website for $25.
The capitalization table is a document that outlines a startup’s capital structure, and typically shows the percentage of ownership for each investor or employee.
Capital refers to a startup’s financial assets, like funds in deposit accounts. Capital can be raised from financing sources like angel investors, venture capital funds, or venture capital lenders.
Capital expenditures, often abbreviated as CapEx, refer to the funds a company uses to acquire, upgrade, or maintain long-term physical assets such as property, buildings, equipment, or technology infrastructure. These investments are typically substantial and are expected to provide benefits to the company over multiple years, distinguishing them from regular operating expenses. Capital expenditures are recorded on a company’s balance sheet as assets rather than being expensed immediately on the income statement, and they are gradually depreciated or amortized over their useful life, reflecting their long-term value to the business.
Capital gains are the profit earned when an asset, such as stocks, bonds, or real estate, is sold for more than the purchase price. Capital gains are taxed at different rates depending on how long the asset is held, either less than one year or more than one year.
Capital loss
Capital losses are incurred when an asset is sold for less than the purchase price. Capital losses can be balanced against capital gains to reduce taxes, and a portion may be carried forward to following tax years.
The amount of money a fund, group or syndicate has available to invest in new investment opportunities. Typically, a VC fund calculates capital under management by adding up the total amount of capital committed by its investors across all of its funds.
Carry is the percentage of profits that an investment manager keeps as compensation.
Cash accounting recognizes revenue or expense transactions only when payment is exchanged.
Essentially a short-term loan, a cash advance is a lump sum of money that a company receives under fixed terms of repayment.
Cash drag refers to the negative impact on a VC fund’s performance caused by holding uninvested capital. It occurs when a fund has cash on hand that’s not being invested in startups, earning little to no return while still being factored into the fund’s overall performance metrics. To minimize cash drag, VC funds must carefully balance having enough capital available for investments while avoiding excessive idle cash, as this can lower the fund’s internal rate of return (IRR) and potentially impact its competitiveness in the market.
A startup’s cash inflows equal the amount of revenue (income generated through operations) after deducting its expenses.
A startup’s cash outflow equals the amount of its expenses that exceed its generated income.
The cash flow statement shows the movement of cash and cash equivalents in and out of a startup. It includes cash from operating activities, investing activities, and financing activities.
Cash management, also known as treasury management, involves administering cash inflows and outflows to maintain financial stability. For startups that don’t typically generate profits or revenue, cash management focuses on preserving the company’s capital and maximizing liquidity.
Also known as the zero cash date, the cash out date is the day that a startup runs out of money unless the company obtains additional funding.
A startup’s cash position is the amount of cash it has on its books at a certain point in time.
A chart of accounts lists all the financial accounts included in a startup’s financial statements, and allows all of the financialtransactions to be categorized during a specific accounting period.
The CEO is the highest-ranking individual in a startup and is responsible for the overall success of the company, making all major managerial decisions. While some founders are CEOs, that’s not always the case.
A CFO manages a startup’s financial activities, including financial planning and analysis, as well as managing cash flow. For startups, hiring a CFO becomes a priority when the startup begins to raise more significant funding.
The chief operating officer of a company has a wide range of duties, including managing finances, overseeing recruiting and human resources, overseeing information technology, and supervising other day-to-day operational areas.
A startup’s churn rate (also known as attrition rate) is the rate at which customers stop doing business with the startup over a specific time period. A high churn rate indicates that there’s something about a startup’s product or service that customers don’t like or didn’t expect.
Cliff vesting refers to an investor or employee becoming fully vested on a specific date, rather than phasing in vesting over an extended period.
Cloud or online accounting relies on cloud-based accounting software, rather than traditional desktop accounting progams. Accountants can log into an always-updated accounting system online and all data is stored safely and securely on a cloud server. Most cloud systems also include a variety of third-party APIs that connect with a business’s other systems.
Common stock is a piece of ownership of a company, and is often issued to employees, strategic advisors, and founders. Preferred stock carries additional rights that common stock does not, and is normally reserved for investors.
Collateral is any sort of asset owned by a startup which is used to secure loans or other debt. Collateral is offered as “insurance” for paying back the loan.
This is a mutually agreed-upon change made to a contract that may include modifying terms or conditions, and/or adding or deleting certain sections or language in the original contract.
The right given to investors to convert preferred stock into common stock. Conversion rights can be optional or mandatory, depending on the startup’s circumstances.
A convertible note issued by an investor converts into equity when triggered by a specific event, like a subsequent round of funding.
Shareholders with convertible preferred stock are entitled to convert their shares into a fixed amount of common shares on a predetermined date.
Corporations can issue bonds as a form of debt to raise capital. Investors buy corporate bonds in exchange for a fixed term of repayments with interest.
A covenant is a clause within a debt agreement that either prevents borrowers from making financial actions that may lead to them being unable to meet the payment terms of the agreement (negative covenant), or forces borrowers to perform specific actions in order to meet them (affirmative covenant).
A down round is a financing round in which a company sells shares of capital stock at a lower price per share than a previous round. A cram down round is a new round of funding that is also a down round, but in which investors are required to give up certain rights, like liquidation preferences or priorities.
Institutions or individuals who have the resources to issue credit (debt) to other businesses. In order to receive a loan from a creditor, a company will usually have to offer some form of collateral or personal guarantee.
Crowdfunding is when a startup gets funding by collecting small donations from many people, rather than a few major investors.
Current assets are all assets that are reasonably expected to be converted into cash within one year or during the normal operating cycle of the business. These include cash and cash equivalents, marketable securities, accounts receivable, inventory, and other short-term assets. Startup founders should not only track their cash, but also understand how current assets like accounts receivable changes, as this should be a source of cash flow for a startup, or inventory, which can consume cash if more inventory is purchased but can create cash flow if product is sold and inventory is sold down.
A current liability refers to a debt or obligation that a company is expected to pay within one year or within the normal operating cycle of the business. Current liabilities are listed on the balance sheet under the liabilities section and includes items such as accounts payable, accrued expenses, and short-term loans. Current liabilities are important to assess a company’s liquidity and ability to meet its short-term obligations, and startup founders need to pay attention to current liabilities so they can help project their cash out date.
Customer acquisition cost (CAC)
Customer acquisition cost is the amount a startup spends to find new customers and convince them to buy its product or service. CAC includes sales and marketing costs as well as any property or equipment used to acquire new customers.
Customer lifetime value (LTV or CLTV)
The monetary amount that a single customer is worth to a company. The higher the value of a LTV, the greater the value of the customer to a company. And higher CLTV clients (and markets) mean that startups can justify spending more to acquire those clients.
From a technical/calculation perspective, Customer Lifetime Value refers to the total gross profits generated by a customer throughout their relationship with a company. Many investors will use a discount rate to reduce the value of future cash flows to a current value, although this is not alway done in the startup world. LTV is crucial for companies to gauge the worth of their customer base and determine the investment scope for acquiring new customers. Sometimes it is calculated by the total amount of revenue a customer generates over time - this is an incorrect calculation.
A financing option for startups, debt capital is raised by startups by taking out a loan, and is usually an alternative to equity capital.
Default alive for startups refers to a company’s ability to reach profitability before running out of money, based on its current growth rate and expenses. This concept, coined by Paul Graham, indicates that a startup is on a trajectory to sustain itself without needing additional external funding. Being default alive is considered a positive attribute for startups, as it demonstrates financial stability, a sustainable business model, and allows the company to focus on long-term growth rather than constantly worrying about raising more capital.
A Delaware C corporation is a taxable business entity legally registered in Delaware, and is often preferred by startups because of the laws in Delaware that protect investors, and the fact that venture capital firms and investors are familiar with these laws and procedures.
The Delaware Franchise tax is an annual tax paid to the state of Delaware by corporations, limited partnerships, and limited liability companies formed under Delaware law.
A planned, gradual reduction in the recorded value of an asset over its useful life. Depreciation is charged to expense, and the company is generally spreads the depreciation over the period of time during which the asset is earning revenue.
Dilution occurs when a startup issues new equity shares that reduce the existing shareholders’ percentage of company ownership. When the overall number of shares increases, existing shareholders’ share of the company is diluted.
Directors and Officers (D&O) insurance
Directors and Officers (D&O) insurance is a specialized form of liability insurance designed to protect individuals serving as directors or officers of a company from personal losses if they are sued for decisions made in their official capacity. This insurance covers legal fees, settlements, and other costs associated with defending against such lawsuits, and it can also provide financial protection for the company itself if it is named in a lawsuit. D&O insurance is essential for attracting and retaining qualified leadership, as it offers peace of mind by safeguarding personal assets against claims related to management decisions.
Distributions to Paid-in Capital (DPI)
Distributions to paid-in capital measures the total capital that a venture capital fund has returned to its investors, and is calculated by dividing the cumulative distributions by the amount of the investment.
Double-entry bookkeeping, sometimes called double-entry accounting, is a standard accounting method that records each transaction in at least two accounts, creating a debit in one or more accounts and a credit in one or more accounts.
Startups that experience down rounds have fundraising rounds where the company is valued at a lower price per share than previous funding rounds.
Due diligence is conducted by investors or company acquirers to make sure the financial information provided by a startup is accurate, and allows them to assess whether or not the startup is a good investment.
EBITDA stands for “earnings before interest, taxes, depreciation, and amortization” and is a metric used to evaluate a startup’s operating performance. It’s often viewed as a loose proxy for a company’s cash flow because depreciation and amortization are added back to earnings.
The value of shares issued by a company.
Startups raise equity capital by exchanging equity or stock with investors for funds, and is an alternative to debt capital.
Profitable businesses make estimated federal income tax payments throughout the year, one per quarter.
An exit strategy is the method a startup founder or owner chooses to sell their ownership stake to another company or other investors, and generally refers to a way to liquidate their stake in the company.
FATCA (Foreign Account Tax Compliance Act)
The Foreign Account Tax Compliance Act requires foreign financial institutions and some other non-financial foreign entities to report on the foreign assets held by US account holders.
Bank deposits are insured by the Federal Deposit Insurance Corporation (FDIC) for up to $250,000, per depositor, per account category, and per bank.
Finance as a Service (FaaS) companies offer integrated accounting, bookkeeping, financial, and business strategy products and services.
A financial model is a numerical depiction of a startup’s goals, relying on key performance indicators and assumptions that are tested as the startup executes its business plan.
The three main financial statements for every business are the income statement, the balance sheet, and the cash flow statement. The three statements represent the financial status of the business, and they work together to present a complete picture of the company.
A fiscal year, or financial year, is a 12-month period chosen by a company to report its financial performance. Fiscal years do not necessarily need to conform to the calendar year.
Flat round
A flat round is the name given to a fundraising round achieved by a startup while remaining the same valuation as their previous funding round. Many times this means that the share price is the same as the share price at the prior round, which may not technically result in a flat valuation due to various factors such as equity distribution adjustments and potential dilution effects. A flat round can occur as an extension of a previous round or as a new round at the same valuation, often seen as a strategic maneuver to avoid the negative implications of a down round. While maintaining the same share price, the issuance of new shares for capital can dilute the equity of existing shareholders, including founders and early investors.
Form 941 is used by businesses that report income and payroll tax withholdings on a quarterly basis. Form 941 is used by large employers with payroll tax and withholding liabilities of more than $1,000 annually.
Form 944 is used by very small employers to report employment taxes once a year. Small employers are defined as having an annual employment tax liability for Social Security, Medicare, and federal withholding tax of less than $1,000.
This tax form reports the type of health insurance that a company provides to its employees and their dependents. It also outlines the dates that employees and their dependents were covered by insurance.
Applicable large employers (ALEs) are companyes with at least 50 full-time workers or full-time equivalents. ALEs must provide health insurance to their workers, and must use Form 1095-C to document the coverage.
Startups must distribute 1099 forms by January 31 to any contractor to whom the startup has paid more than $600 during the year. Read our article on 10 Reasons a Startup Can’t Use it’s Payroll Provider for 1099 Creation.
Form 1120 is the US corporation tax return that corporations use to report income, gains, losses, deductions, credits, and calculate their tax liability.
Form 3921 reports the exercise of employee incentive stock options (ISOs) to the IRS.
Form 5471 is an informational return that discloses to the IRS any ownership that US citizens and residents have in foreign corporations.
Form 5472 provides the IRS with information about US businesses that have foreign ownership, or foreign businesses that do a significant amount of business in the US.
Informally known as the R&D Tax Credit Form, this form is used to document the research and development activities to claim the Research and Development tax credit.
A forward commitment in venture debt is a contractual agreement that allows a startup to secure future access to capital from a lender, typically for a period of 9 to 15 months after raising equity. This arrangement provides startups with valuable optionality, as they can draw down the debt capital when needed to extend their runway or achieve important milestones, without being obligated to use the funds if they’re performing well. By setting up a forward commitment soon after raising equity, startups can leverage their strong financial position to negotiate favorable terms, while also providing themselves with a financial safety net for future needs.
A startup founder is a person who launches a new business, often with co-founders. Founders are usually developing innovative products or services to fill a need they see in the marketplace.
Founder preferred stock (also called series FF preferred stock) is a relatively new concept. Preferred stock comes with rights and privileges that make it more valuable. Normally founders receive common stock. However, some founders may receive a percentage of their normal allocation of common stock as preferred stock, allowing founders to sell those preferred shares at a higher price.
Franchise taxes are state taxes on businesses that do business within that state. Franchise taxes are separate from income taxes and sales taxes.
This is the process uses to generate capital, primarily by exchanging equity for investment dollars, but also includes borrowing capital through debt financing.
GAAP (Generally Accepted Accounting Principles)
Generally Accepted Accounting Principles (GAAP) are issued by the Financial Accounting Standards Board, and function as a common set of accounting standards, rules, and procedures that public companies in the US have to follow when creating their financial statements.
The general ledger is a comprehensive record of all financial transactions within an organization, serving as the backbone of a company’s accounting system. It contains detailed accounts for each type of asset, liability, equity, revenue, and expense, providing a complete picture of the company’s financial position and performance. The general ledger is used to prepare financial statements, track historical transactions, and ensure the accuracy of a company’s financial records through the double-entry bookkeeping system.
While burn rate is typically calculated as the amount of cash a startup spends each month, gross burn rate is the total amount of operating costs the company incurs each month, including operating expenses, taxes, registrations, and often capital expenditures.
Gross Merchandise Value or GMV is the total end-value to the customer of a product sold through a marketplace, or the total value of goods sold by an eCommerce startup. It’s generally calculated as the total value paid by the purchaser-side of the marketplace.
A guarantor is an individual or entity that agrees to assume responsibility for a borrower’s debt if the borrower defaults on their loan obligations. This role involves pledging their own assets as collateral, providing additional security to lenders and facilitating loan approvals for borrowers who may not meet certain financial criteria on their own. Unlike co-signers, guarantors do not have ownership rights over the asset purchased with the loan but are liable for the outstanding debt if the primary borrower fails to fulfill their payment obligations.
Incentive stock options are a type of equity compensation, used to motivate and retain employees. ISOs are granted only to employees, who can then purchase a set quantity of shares at a specified price, and get favorable tax treatment.
The income statement (also called the profit and loss, or P&L, statement) show how much a startup is spending and how much revenue it’s bringing in.
Like an accelerator, incubators offer capital and mentorship in exchange for equity, but often focus more on innovation, trying to nurture an idea into a viable business model.
A person who is paid to complete specific assignments for a business, but does not work for the business as an employee.
Also called networked deposit services, insured cash sweep (ICS) accounts distribute a startup’s funds in increments of $250,000 among a network of banks, maximizing the FDIC insurance coverage.
An initial public offering, or IPO, is a private company’s first sale of stock to the public. In an IPO, the company lists its share on a stock exchange, making them available for general public purchase.
The investor or firm that takes a primary role in negotiating a startup capital investment and conducting the necessary due diligence.
Liquidation preferences determine who gets paid first and how much they receive if a company has a liquidation event, such as selling the company. It’s usually part of venture capital contracts, and specifies that investors or preferred shareholders get paid first if the company is liquidated.
A tax charged by a local government, usually a city or county.
Also called a material adverse effect (MAE), this is a clause that gives buyers or sellers, funding or acquiring entities, or lenders or other parties the right to withdraw from an agreement if there has been a significant negative change to a business’s prospects or other conditions that affect the business.
Mergers and acquisitions (M&A)
The process of combining two companies into one is called mergers and acquisitions, and includes company finances, management, and strategy. The process may help the company grow faster or allow it to compete in a new business sector.
Monthly recurring revenue (MRR)
This is predictable income received each month by a business, and is frequently used as a key metric in software as a service (SaaS) or subscription-based companies.
A negative pledge on IP is a type of covenant used by venture debt lenders to prevent a borrower from pledging their intellectual property (IP) assets to others.
Net 30 is a common payment term used in business transactions, indicating that the full payment for goods or services is due within 30 days of the invoice date. This arrangement provides the buyer with a short-term, interest-free credit period, allowing them to manage cash flow more effectively while giving the seller assurance of timely payment. Net 30 terms are widely used across various industries and can be beneficial for both parties, as they help build trust, facilitate smoother business operations, and potentially lead to stronger business relationships.
Net burn rate is a crucial financial metric that measures the total amount of money a company loses each month after accounting for its revenue. It is calculated by subtracting monthly revenue from the gross burn rate (total monthly expenses), providing a more comprehensive view of a company’s financial health than gross burn rate alone. For startups and growing companies, monitoring net burn rate is essential as it helps determine the cash runway, guides strategic decision-making, and indicates how quickly the company is using up its cash reserves while considering its ability to generate income.
Net dollar retention (NDR) is a crucial metric for startups that measures the percentage of revenue retained from existing customers over a specific period, including expansions, upgrades, downgrades, and churn. A high NDR (typically above 100%) indicates that a startup is not only retaining its customers but also growing revenue from its existing customer base through upsells and cross-sells, which is often more cost-effective than acquiring new customers. For startups, especially in the SaaS industry, maintaining a strong NDR (ideally above 120%) is vital as it demonstrates product-market fit, customer satisfaction, and the potential for sustainable growth, making the company more attractive to investors and potentially leading to higher valuations.
Non-qualified stock option (NQSO)
NQSOs are stock options that don’t qualify for the tax benefits that incentive stock options (ISOs) receive. NQSOs create additional taxable income to the recipients when the options are exercised.
A tax imposed on employee wages and salaries, which is usually withheld by employers from employee pay or in some instances is paid solely by the employer.
PEO (Professional Employer Organization)
A professional employer organization is a full-service human resource outsourcing company that enters into a co-employment arrangement with a company, and performs employee administration tasks like payroll and benefits administration.
Petty cash refers to money (literally coins and bills) that a startup keeps on hand to handle small expenses, like buying lunch for staff or tipping the delivery driver. Typically companies will regularly reconcile petty cash expenses. Petty cash isn’t common any more, because it’s difficult to track, easy to abuse, and credit cards are a more effective option that allow for better cash management.
A pitch deck is a comprehensive presentation of your business model, targeted at venture capitalists, angel investors, lenders, and other sources of capital.
A startup that has become part of a venture capital fund’s portfolio by receiving an investment from that company.
Preferred stock gives the stockholders a priority claim whenever a company distributes assets to shareholders or pays dividends. The exact terms of the preference can differ from company to company.
This is the value of a startup before it receives any external investment or funding.
This is the time period during which a startup’s founders are just beginning operations, and it’s often funded by founders themselves, friends, or family members.
Pre-seed funding is a round of investment at a very early stage of a startup. It’s designed to help the founders form the company, start uperations, and hit the milestones necessary to raise a seed round.
Primary shares of stock are newly issued, and investors buy them directly from a startup company. When the startup sells primary shares, those funds go to the company and help to fund company operations.
These are funds directly invested in private companies, and are not listed on any public exchange.
Pro rata rights in startup investing allow existing investors to maintain their ownership percentage in a company during subsequent funding rounds. These rights give investors the option, but not the obligation, to participate in future financing rounds by purchasing additional shares proportional to their current stake. By exercising pro rata rights, early investors can prevent dilution of their ownership as the startup raises more capital, potentially allowing them to benefit from the company’s growth and success over time.
The qualified small business stock benefit helps investors in Delaware C corporations that operate in the hard science or innovation space, and who have held their stock for at least five years, save up to $10 million a year in taxes
Reconciliation in accounting is the process of comparing and verifying two sets of financial records to ensure they match and accurately reflect a company’s financial position. This crucial practice involves identifying and resolving any discrepancies between different financial statements, such as bank statements and internal records, or between subsidiary ledgers and the general ledger. By performing regular reconciliations, businesses can detect errors, prevent fraud, and maintain the integrity of their financial reporting, ultimately ensuring compliance with accounting standards and providing stakeholders with reliable financial information.
Refunding customers is a necessary part of business, especially for ecommerce or direct-to-consumer companies, and the Financial Accounting Standards Board (FASB) has outlined how to account for refunds under Generally Accepted Accounting Principles (GAAP).
Research and development (R&D) tax credit
The R&D tax credit is a government tax incentive provided to companies who improve a product or process, and provides a dollar-for-dollar cahs savings to companies that invest in innovation and product development.
Retained earnings represent the cumulative net income a company has earned over time, minus any dividends paid out to shareholders. This financial metric is reported on the company’s balance sheet under the shareholders’ equity section and reflects the amount of profit reinvested back into the business rather than distributed to owners. Retained earnings serve as a key indicator of a company’s financial health, profitability over time, and its ability to fund growth, pay off debt, or return value to shareholders through dividends or stock buybacks.
The financial performance of a startup that uses current results to extrapolate performance over a longer period of time.
The length of time that a company can continue to operate using its current cash reserves, based on the company’s burn rate, which is monthly or weekly spending.
This is a corporation with no more than 100 shareholders, and is treated similarly to a partnership.
SaaS allows customers to connect and use a cloud-based applications over the Internet. Customers pay for a software license which allows them to access software that is located on external servers.
A simple agreement for future equity, or SAFE note, is a legally binding agreement that allows a startup investor to purchase a stated number of shares at a specified price at designated point in time, usually a future financing round.
Sales tax is a tax imposed by federal, state, and/or local governments on the sale of goods and services. A 2018 Supreme Court decision determined that companies establish tax nexus and can be charged taxes by states if they sell products or services in that state, even if they have no physical presence. Sales tax laws vary by state, so startups need to carefully evaluate any sales tax responsibility.
A secondary stock transaction is buying shares from an existing stockholder, rather than directly from the company. The proceeds of a secondary stock sale go to the stockholder, not the company.
A part of the IRS tax codet that limits corporations’ use of net operating losses to offset profits.
Seed funding is the first stage of equity funding and is typically the first institutional financing that a company raises.
A seed round is an early capital funding round that raises money to launch a startup. While seed capital oten comes from the company founders’ personal assets, friends, family, or angel investors, there are also seed funds that are managed by professional venture capitalists.
Series A funding is for startups that have developed a track record of revenues, customer, or other key performance indicators, and have both a great business idea and a strong strategy for becoming successful. Series A investments normally range from $5-$10 million.
Series B companies have proven they are ready for success by having substantial success and they are ready to expand their market reach. Series B investments normally range from $25-$50 million.
Businesses that seek Series C funding are already successful, and want additional funds to develop new products or expand into new markets. Sometimes Series C companies are trying to acquire other companies. Series C investments can range from $20 million up to hundreds of millions.
Selling, General and Administrative (SG&A) expenses are the costs a company incurs to promote, sell, and deliver its products and services, as well as to manage day-to-day operations, excluding direct production costs. These expenses typically include items such as rent, utilities, salaries of non-production staff, marketing and advertising costs, office supplies, and other overhead expenses that are not directly tied to creating goods or services. SG&A expenses are reported on a company’s income statement and are crucial for understanding a business’s operational efficiency and profitability, as they represent the overhead costs that must be covered before a company can generate a profit.
This agreement is between some or all of the shareholders of a startup and regulates the relationship between shareholders, the company’s management, share ownership, and other protections for the shareholders.
With single-entry bookkeeping, each transaction is recorded with a single entry into the company’s financial records, and basically tracks incoming and outgoing cash, much like a checkbook ledger.
SR&ED (Scientific Research and Experimental Development) Canadian tax program
The SR&ED program encourages companies to conduct research and development activities in Canada through providing two tax incentives – income tax deductions and investment tax credits.
Startups are new companies in the early stages of operation. Startups are typically funded by company founders or external investors, because they have high costs and limited revenue.
State taxes are levied by states on income earned by taxpaying entities like businesses. This includes businesses with a physical presence in that state and businesses that earn income that is sourced in that state. State tax rates and requirements vary by state.
A company that’s being considered for investment by a venture capital firm or angel investor.
Tax credits are a dollar-for-dollar reduction in a tax, and a business can deduct the credit directly from taxes owed.
Tax deductions reduce the adjusted gross income of a taxpayer, and can reduce the tax liability of a business or person.
Taxable income is a taxpayer’s gross income minus any claimed tax deductions.
“Nexus” is the required level of connection between a taxpaying entity and a taxing jurisdiction that allows the jurisdiction to collect taxes. Different states have different requirements that establish tax nexus, including dollar amount of sales or total number of sales.
A term sheet outlines the basic terms and conditions of an investment in a startup. Term sheets are nonbinding but normally serve as the basis for a legally binding agreement.
A company with a valuation of over $1 billion. This occur more often in the software or technology sectors.
Often abbreviated as USP, this is the unique benefit of a product, service, or company that allows it to stand out from the competition.
A calculation of what a startup is worth.
A value proposition is the unique selling proposition (USP) that makes a business attractive to specific customers and investors.
A VC fund capital call is a formal request made by the fund manager to its limited partners (investors) to contribute a portion of their committed capital. These calls are typically issued when the fund needs to make new investments in startups or cover operational expenses, allowing the fund to draw capital as needed rather than holding all committed funds upfront. Capital calls are legally binding obligations outlined in the fund’s partnership agreement, usually giving investors a 10-30 day window to transfer the requested funds, and they help minimize cash drag while enabling the fund to remain agile in pursuing investment opportunities.
Venture capital is a form of funding for startups and early-stage companies that individuals or investment firms provide in exchange for equity, or partial ownership, in the company.
Most venture capital funds maintain 30-40% of the fund in reserve, while the other 60-70% is used to fund new startups. Reserve funds are typically used to support the fund’s portfolio companies if those startups are doing well or need additional capital to reach a milestone.
Venture capitalists, often abbreviated as VCs, are private equity investors that provide funding to companies that they feel have growth potential, and accept an equity stake in exchange.
Venture debt is loans offered by banks or other lenders that are designed for startups and early-stage companies that have already received venture capital funding.
A schedule that determines how long employees or founders must stay employed by a company to receive their full share of equity.
Also known as the cash out date, the zero cash date is the day that a startup runs out of money unless the company obtains additional funding.
A zero-based budget is a budget that is created through a process whereby ALL expenses are justified for each new period. Unlike traditional budgeting and forecasting, where projections are based on run rate or existing expense levels, zero-based budgeting starts from a “zero base” and every expense must be re-justified in the budgeting exercise.