Escrow Basics
Escrow Use Cases
|
May 16, 2025
-
6 MINS READ

In recent years, revenue-linked investment models have emerged as a flexible and performance-based alternative to traditional equity or debt financing. These models, where repayments are linked to a percentage of the investee's revenue, offer startups and small businesses a less burdensome way to raise capital while providing investors a return directly tied to business success. Nevertheless, the constant and usually volatile nature of revenue-linked contracts can be quite risky for both sides—particularly regarding trust, transparency, and punctual fund releases.
Come enter escrow accounts—a tested method to bring security, transparency, and compliance to financial transactions. Escrow services, especially when digital and overseen as in the case of Castler, act as an impartial, automated, and audit-compliant layer that guarantees all conditions of a revenue-sharing agreement are fulfilled before any funds exchange hands. As the Indian financial ecosystem keeps evolving and getting more sophisticated, escrow accounts are fast becoming necessary infrastructure for revenue-linked investment models.
An Understanding of Revenue-Linked Investments
Revenue-based financing (RBF) or revenue-share models enable companies to raise funds from investors, who then receive a fixed rate of the company's revenue until a target return multiple is met. In contrast to fixed EMI loans or equity waterfalls, RBF facilitates payments that adjust with business performance. This aligns incentives between both parties but necessitates solid tracking, reporting, and settlement systems.
Without adequate checks, reported revenue can become subject to disagreements over amounts, irregular payments, late settlements, and misinterpretations of contract terms. That's where escrow accounts come into the equation—not as passive bank holdings, but as active control mechanisms that monitor, reconcile, and govern revenue-sharing contracts.
Why Trust Is a Challenge in RBF
Revenues-linked investments require a high degree of trust and transparency. Investors must know that they will be paid their share of revenue in accordance with the agreed terms, even in times of distress. Founders, conversely, must know that their operational capital will not be interrupted by overly aggressive collection terms.
Traditional systems—spreadsheet-based tracking, manual reconciliation, and settlement on a periodic basis—are prone to error and susceptible to manipulation or misinterpretation. In high-growth situations where revenue shoots up or plummets sharply, disputes can quickly blow out of proportion. Automated escrow solutions introduce real-time tracking and impartiality into the process of revenue sharing.
Escrow as a Neutral Settlement Layer
An escrow account is an intermediary layer between investor and business. Here's how it works:
The company invests all or some of its revenue into an escrow account controlled by an impartial trustee. The account is set up to automatically divide revenue in percentage terms agreed upon—e.g., 5% to the investor and the balance to the business—from real-time inputs of revenue provided by integrated systems like POS, invoicing, or accounting software.
This avoids conflict, provides transparency, and imposes contractual discipline. Investors are only paid once revenues are realized, and companies have flexibility to control cash flow.
Escrow's Role in Automated Compliance and Taxation
Apart from revenue sharing, escrow accounts also have an important function to ensure tax and regulatory compliance. All inflows and outflows are tracked with metadata, timestamps, and approval of the stakeholders. GST, TDS, and other statutory withholding can be handled programmatically as part of the escrow workflow, allowing both sides to be compliant more easily.
Escrow accounts also make it easier to audit trails, particularly for due diligence on subsequent investments. Auditors and investors receive verifiable records of all transactions, avoiding vagueness and creating long-term trust.
Case Study: Utilizing Castler for RBF Models
Castler, India's premier escrow platform, provides a plug-and-play escrow solution for revenue-share models. Startups that collaborate with revenue-based investors can easily establish escrow accounts with pre-configured fund flow logic. The accounts are bank-regulated, trustee-backed, and API-integrated—equipping both parties with complete visibility and control.
Let's imagine the following scenario:
A D2C startup raises Rs. 1 crore of RBF from a private investor. The deal is that 5% of the monthly revenue will be given to the investor until they get Rs. 1.5 crore. The startup consolidates its Razorpay and Shopify infrastructure with Castler's escrow stack. Revenue comes in daily into the escrow account, which automatically distributes 5% to the investor and 95% to the operations account of the startup. Each transaction is recorded and reconciled so that both parties are in harmony and safeguarded.
Mitigation of Fraud and Default Risk
Escrow accounts avoid fraud by serving as real-time checkpoints on finance. Because money cannot be diverted or pilfered without double consent, chances of defaults or misappropriation are significantly slimmed down. Escrow facilities can also be integrated with revenue verification APIs and GST return audits to validate reported revenues.
In case of unfortunate disagreement, the escrow account has complete logs and history of contracts, facilitating speedy resolution through arbitration or mediation by law. The neutrality and trackability that escrow accounts provide are a safeguard not otherwise present in unplanned or loosely regulated financial arrangements.
Escrow for India's Startup and SME Scenario
India is one of the fastest-growing startup economies globally. With more than 100,000 registered startups and growing investor attention towards alternate models such as RBF, there is an even greater need than before for secure, scalable, and transparent transaction infrastructure.
Startups usually have to deal with lean cash flows and unpredictable revenue patterns. RBF, backed by escrow arrangements, provides a capital-light and founder-amicable means of scaling without the need for equity dilution. Additionally, technology platforms such as Castler provide early-stage companies with enterprise-grade infrastructure at the same level of flexibility and support.
Looking Ahead: Regulatory and Investor Confidence
The Indian regulatory finance environment, from SEBI to RBI, is increasingly favoring transparency, digital documentation, and fintech-banking partnerships. Escrow accounts meet all these expectations—providing auditable, compliant, and tech-savvy solutions.
Investors, especially angel networks and early-stage VC funds, are also becoming comfortable with escrow-attached revenue models. Escrow keeps their capital safe, performance objectively measured, and returns guaranteed with least manual intervention.
As the boundaries of banking, fintech, and venture capital blend together, escrow is developing as a cornerstone layer—just as APIs were made cornerstone to SaaS architecture a decade before.
Conclusion
Castler's escrow infrastructure is specifically designed to facilitate revenue-based investment models. With integrations with top-tier banks, trustees, and fintech systems, Castler provides an open, secure, and customizable platform to automate revenue share payments.
Whether you're a startup aiming for non-dilutive capital or an investor looking for reliable returns, Castler's escrow platform protects both parties to transact with confidence and control, and clarity. From self-executing settlements and digital signature on agreements to dashboards and tax-intelligent accounting in real time, Castler revolutionizes how revenue-driven investments are carried out in India.
By integrating escrow into the DNA of revenue-based financing, India's startup ecosystem can grow smarter, quicker, and with greater mutual trust.
Written By

Chhalak Pathak
Marketing Manager