Power Struggles in Southeast Asia: VC Rights, Founder Conflicts and the Return of Convertible Debt - E599

Jeremy Au breaks down the evolving power dynamics between VCs and founders in Southeast Asia, diving into board control, investor rights, and why most startups fail despite support. He shares practical lessons from both sides of the table, highlights the return of convertible debt, and explains how founders should think about conflict, dilution, and boardroom politics. 00:54 Key Investor Rights and Control: Jeremy outlines the top 10 investor rights such as drag-along, tag-along, and anti-dilution. These clauses define how power and decision-making are structured in startup financing. 03:47 Conflicts of Interest in Startups: He explains how interests between founders, board members, and shareholders evolve over time. Alignment becomes harder as companies grow and stakes increase. 08:26 Convertible Debt and Financing Trends: Jeremy describes why convertible debt is gaining traction again. In uncertain markets, it offers downside protection and upside potential for investors. 10:22 Board Dynamics and Founder Control: Founders in Southeast Asia often lose control by Series A. Jeremy explains how board decisions work, how founders can push back, and what happens when alignment breaks. Watch, listen or read the full insight at https://www.bravesea.com/blog/founder-vc-powerplay Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Janine Teo, CEO of Solve Education, returns to BRAVE after three years to explore how AI is reshaping education for marginalized youth. She and Jeremy Au unpack the double-edged nature of AI in learning, how Solve Education leverages gamification and AI coaching to drive motivation, and the shifting job market where entry-level roles are disappearing. They discuss how AI is widening access for underserved learners, challenging traditional career aspirations, and demanding new approaches to teaching foundational skills. Janine also shares how her team’s GAIN model: Gamification, AI, Incentives, and Network, tackles agency gaps and builds community-led learning environments for impact at scale. 02:29 AI made education more personal and accessible: Students can now learn at their own pace using AI tutors like Solve Education’s “Ad,” especially in low-resource environments where human teachers are scarce. 04:50 Students use AI to uplift their families: Many youth ask AI for advice not just for school but to help their parents, reversing traditional education roles in marginalized households. 07:42 AI reshapes career aspirations and challenges family expectations: With AI exposure, students begin to dream beyond their parents' limited career suggestions and request help from the AI to explain their goals back home. 10:29 Teaching must prioritize thinking over memorization: In the AI era, knowing how to analyze, ask questions, and apply knowledge is more important than storing facts or formulas. 13:07 Motivation is the biggest learning barrier: Solve Education focuses on building a learner agency through their GAIN framework, especially for youth surrounded by demotivating environments. 15:43 Junior jobs are being replaced by automation: With AI doing most low-level tasks, junior analysts and entry-level roles are disappearing, forcing fresh grads to upskill or pivot early. 18:08 Learning environments shape success: Solve Education combines online tools with local community leaders to create peer-driven, supportive ecosystems that keep learners engaged and progressing. Watch, listen or read the full insight at https://www.bravesea.com/blog/janine-teo-educated-by-ai Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Wing Vasiksiri, investor and ecosystem builder, returns to unpack the recent political upheaval in Thailand, the shifting startup landscape, and how these dynamics intersect. He and Jeremy Au explore the Prime Minister’s suspension, the ripple effects of leaked diplomacy, and what these events signal for foreign investment and local sentiment. They also discuss the country's cannabis policy reversal, new crypto tax breaks, and the comeback of early-stage incubation. Wing introduces “Project Thailand,” a new public resource and investor-backed report aiming to support Thai founders by mapping out the entire ecosystem. Their discussion offers a real-time pulse check on Thailand's path toward stability, growth, and tech-driven innovation. 00:22 PM Paetongtarn Shinawatra suspended after leaked audio call with Cambodia’s president: The clip revealed her use of informal language and criticism of Thailand’s military, which sparked a political backlash. Her comments raised concerns over national loyalty, leading to her suspension and a cabinet reshuffle that further destabilized the coalition government. 09:45 Seven Thai PMs in ten years erode investor confidence and stall economic reform: The pattern of court removals, protests, and reshuffled coalitions makes it harder for Thailand to project long-term policy stability. Investors hesitate to back sectors like infrastructure and data centers, where long planning cycles are incompatible with unpredictable governance. 15:10 Thailand cuts capital gains and crypto taxes to zero from 2025 to 2030: In contrast to Singapore’s stricter stance, this move signals a bid to attract crypto entrepreneurs and capital inflows. Wing suggests the tax break may position Thailand as a regional hub for blockchain innovation, while Singapore’s ban on token sales drives founders elsewhere. 19:01 Recreational cannabis re-criminalized despite 18,000 dispensaries nationwide: The sudden policy reversal now requires medical prescriptions for purchase and forces dispensaries to register under stricter controls. Wing explains how this ties to shifting political coalitions—particularly the exit of pro-cannabis Bhumjaithai—and hints that further policy flip-flops could follow. 24:07 Wing launches Project Thailand and updates startup report with MVP: The open-access Notion resource maps investors, accelerators, universities, and service providers to help Thai founders navigate the ecosystem. The new report shifts from data-heavy charts to a stakeholder-based framework, offering specific ideas for universities, corporates, and government bodies to strengthen startup formation. Watch, listen or read the full insight at https://www.bravesea.com/blog/thai-tech-in-the-crossfire Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Jeremy Au broke down the real stakes behind early-stage fundraising—where founders trade equity for survival, and investors negotiate for control. He explained how financing tools like SAFE notes, convertible notes, and priced rounds shape who gets rich, who gets a say, and who gets left behind. From legal traps to boardroom dynamics, this session reveals what every founder should know before signing a term sheet. 01:05 Understanding Startup Economics: Jeremy explains how startups face a "valley of death" where they burn cash before reaching profitability. He introduces the idea that funding always comes with tradeoffs in economic and control rights. 01:39 Debt vs. Equity: Key Differences: A breakdown of how debt requires repayment and protects ownership, while equity gives up a piece of the upside but doesn't need to be paid back if the startup fails. 03:23 Equity Financing: Preferred Stock, Convertible Notes, and SAFE Notes: Jeremy walks through the three common fundraising tools, how each works in early-stage rounds, and why SAFEs have become the global standard for speed and simplicity. 08:00 Control Rights and Board Dynamics: The discussion turns to how board control shifts as startups raise money. Jeremy explains why early governance decisions shape long-term power and influence over the company. Watch, listen or read the full insight at https://www.bravesea.com/blog/equity-shapes-control Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Vietnam’s rapid economic transformation is reshaping its future. Valerie Vu, General Partner at Ansible Ventures, joins Jeremy Au to explore how Vietnam is shifting from export dependence to a tech-driven, domestic growth model. They discuss the rollback of anti-corruption campaigns, intensified U.S. trade negotiations, and how food safety scandals are driving transparency reforms. Valerie also explains Resolution 68, a blueprint promoting private sector innovation and deep tech, and what this means for founders and investors. 03:00 The Anti-Corruption Campaign and Its Implications: The government quietly walks back its Burning Furnace crackdown by releasing powerful tycoons to restore stability and accelerate economic revival. 06:27 Tariff Negotiations and Their Impact on Trade: U.S.–Vietnam trade talks intensify, focusing on tariffs, defense cooperation, and pressure to enforce IP rights, block transshipments, and raise commercial standards. 10:09 Food Safety Scandals and Consumer Trust: Authorities expose counterfeit cooking oil and infant formula, prompting widespread crackdowns on fake goods to rebuild public confidence and meet international expectations. 13:53 The Shift Towards Domestic Consumption: As Vietnam faces an aging workforce and uncertain exports, it begins shifting to a consumption-led economy powered by local demand and entrepreneurship. 18:37 Resolution 68: A New Economic Model for Vietnam: This reform blueprint aims to elevate private enterprises, reduce state-owned dominance, and bet on AI, semiconductors, fintech, and data to power long-term growth. 25:23 Future Prospects: Infrastructure and Economic Growth: Valerie explains how Vietnam targets 8% GDP growth through credit expansion, zero-interest loans, and improved infrastructure while FDI remains on hold pending tariff clarity. Watch, listen or read the full insight at https://www.bravesea.com/blog/vietnams-new-frontier Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Shiyan Koh, Managing Partner at Hustle Fund, joins Jeremy Au to examine how geopolitical shifts, demographic decline, and education policy are reshaping global talent and innovation flows. They explore Japan and Korea’s push into Southeast Asia, the unexpected impact of smartphone culture on fertility, and how political actions in the US are disrupting the university pipeline and research ecosystems. They also critique bureaucratic inefficiencies in tech transfer and reflect on assimilation policies, academic flywheels, and the cultural nuances behind talent mobility. 06:57 Japan and Korea face demographic urgency: Fertility rates in South Korea have dropped from 800,000 births in the 1980s to just over 200,000 in recent years. Corporate leaders are looking to expand into Southeast Asia through joint ventures and partnerships, viewing Indonesia, Thailand, and the Philippines as key markets. 12:25 Smartphones may be suppressing fertility: Shiyan references an article arguing that smartphone penetration is highly correlated with falling fertility rates. Despite strong family policies in Scandinavia, birth rates continue to decline. The theory suggests that digital bubbles reduce real-life interaction and desire to form relationships. 18:21 Immigration and assimilation face friction: The US excels at integrating newcomers through education and culture, but places like Singapore struggle due to uncertain work visa policies. Students who attend local universities often don’t know if they can stay, making long-term integration difficult. 27:41 Political interference weakens academia: Harvard has faced withdrawal of federal research grants, student visa suspensions, and potential taxation of endowments. Shiyan compares it to a "cultural revolution" for US academia, where the cancellation of research funding disrupts entire projects and damages long-term scientific work. 38:44 Academic tech transfer often fails: Jeremy critiques the inefficiency of Asian university IP portals. Unlike MIT's open-access system, some institutions limit what patents are visible and make it hard to search or filter. Feedback on the issue was ignored, revealing a culture of bureaucratic avoidance that blocks commercialization. Watch, listen or read the full insight at https://www.bravesea.com/blog/talent-without-borders Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Jeremy Au breaks down the hidden risks in Southeast Asia’s edtech sector and early-stage startup law. He explains why edtech often fails to scale, how founder disputes emerge without early agreements, and why choosing the right jurisdiction like Singapore matters for survival. From investor alignment to taxation nightmares, this episode guides founders through the hard truths of building legally sound and scalable ventures. 01:00 Misaligned Edtech Incentives: “Kids use it. Parents, schools, or governments buy it.” Jeremy explains how edtech startups suffer from a split between the user and the payer, complicating both growth and retention. 03:49 Passion Subsidy and Investor Challenges: The sector attracts too many well-intentioned builders, creating a surplus of talent and capital but fewer underpriced investment opportunities. 10:57 Founder Agreements and Equity Clarity: Jeremy outlines how early documentation, even in a simple Google Doc, can prevent future equity disputes, especially when teams evolve before incorporation. 12:37 Tax Burden in the Philippines: He warns that taxing startups on gross revenue instead of profit creates startup-hostile environments and pushes founders to incorporate in more favorable places like Singapore. Watch, listen or read the full insight at https://www.bravesea.com/blog/edtech-roadblocks Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Olzhas (Oz) Zhiyenkul, CEO and co-founder of Investbanq, joins Jeremy Au to share how his journey from post-Soviet Kazakhstan to launching a full-stack wealth operating system was shaped by hardship, global education, and the inefficiencies he witnessed firsthand across Asia’s financial sector. They discuss how legacy systems fail family offices, why most wealth managers still operate on Excel, and how Investbanq aims to empower rather than replace relationship managers. Olzhas also recounts building boats from garbage on reality TV, reflects on cultural shocks from the UK to Singapore, and maps out his long-term vision for a digital-native wealth future. 06:21 He originally planned to become a nuclear physicist: His passion for math and physics drove dreams of commercializing cold fusion, but advice from a successful uncle led him to pivot toward finance for greater career stability and impact. 09:55 He moved to Singapore to manage a proprietary trading desk: A job offer brought him to Singapore, where he was initially overwhelmed by the heat but impressed by the country’s legal, economic, and governance systems, eventually calling it home. 11:42 He rose to CIO of a fund before founding multiple ventures: After working across trading, fund management, and private banking, he identified widespread inefficiencies and started several businesses, including a software studio and wealth firm with co-founder Damir. 17:45 Investbanq was built after failed attempts to digitize wealth management: Disappointed by market solutions that only solved narrow problems, he built a modular operating system with BPMS, CRM, portfolio management, and client reporting, integrated across workflows. 26:50 On reality show Meet the Drapers, he chose discomfort over comfort: During a survival challenge with ex-military participants, Oz gave up the warm seat on a garbage-built boat to join his team in freezing water, valuing full effort over taking the easy role. Watch, listen or read the full insight at https://www.bravesea.com/blog/olzhas-zhiyenkul-legacy-systems-broken Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Henry Motte-de la Motte, CEO of Edge Tutor, and Jeremy Au reconnect two years after their last conversation to discuss how global tutoring has evolved. They examine the rise of AI in education, differences in learner motivation, and how human connection and structure remain critical to learning. They explore Edge Tutor’s expansion into 30 countries, the decision to stay focused on English and math, and how demographic and economic shifts are transforming education into a premium service. Their conversation also touches on the societal role of parenting, immigration, and childcare policy as key levers to address falling birth rates and education equity. 02:03 AI expanded fast but motivation gaps remain: AI tools help motivated learners but most people, especially K-12 students, need structure and accountability that only human tutors provide. 03:11 Edge Tutor scaled to 30 countries to manage market risk: The company grew from 6 to 30 countries including North America, South America, the Middle East, and Asia-Pacific to avoid overdependence on any single market. 04:10 English and math make up 80 percent of tutoring demand: Despite requests for other subjects, Edge Tutor remains focused on English and math, which dominate global tutoring spend. 05:05 AI works better for adult learners than K-12 students: Adults often use AI tools effectively when motivated, while K-12 learners benefit more from a consistent human relationship for emotional and social learning. 06:29 Scheduled sessions with human teachers drive learning: Learners tend to skip self-paced AI tools but show up when sessions are fixed and prepaid with real tutors, just like gym or personal training. 13:42 Falling birth rates are driving premium education: With fewer children, parents concentrate resources, creating demand for small-group or 1-on-1 formats and AI-enabled human tutors, especially in wealthy families. 22:30 Immigration and childcare policies affect national birth rates: Countries like France maintain higher birth rates through subsidized early childcare while Spain increases immigration to balance aging populations and support their social systems. Watch, listen or read the full insight at https://www.bravesea.com/blog/henry-motte-de-la-motte-tutors-or-technology Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts

Ilya Kravtsov, Co-Founder of Ringkas, joins Jeremy Au to unpack the rise and fall of Indonesia’s lending wave, the ripple effects of the eFishery scandal, and the hard lessons founders must absorb to build sustainable startups. They examine how early hype misaligned business models, how fraud damages more than just a company, and why radical transparency is key to long-term leadership. Ilya shares how Ringkas scaled without lending, why developer partnerships unlocked bank adoption, and how he carefully built a diversified cap table to preserve founder control. 03:00 Indonesia’s VC ecosystem matured: In 2012, only three VCs wrote 20,000 dollar checks and most people used BlackBerrys. By 2021, founders raised 5 million dollar pre-seeds with no product.  05:24 Lending distorted metrics: Startups wrongly recorded loan disbursements as revenue and used inflated valuation multiples on their loan books. 08:27 Growth hacks vs. fraud: Ilya draws the line at legality and disclosure. He says growth hacks are common and acceptable only if transparent. 13:32 Ecosystem fallout from eFishery: Ilya dismisses the defense that fraud was standard practice. He says many founders now face reputational damage, blocked financing, and collateral damage from one high-profile failure. 14:10 Ringkas avoided lending: Rather than lend directly, Ringkas built infrastructure between banks and developers. 17:38 Banks adopted due to volume: Traditional banks opened up to Ringkas under pressure from digital banks and low mortgage penetration.  20:41 Cap table strategy: Ilya capped investor ownership below 10 percent, preferring a wide base of angel and neutral investors.  Watch, listen or read the full insight at https://www.bravesea.com/blog/ilya-kravtsov-truth-over-hype Get transcripts, startup resources & community discussions at www.bravesea.com WhatsApp: https://whatsapp.com/channel/0029VakR55X6BIElUEvkN02e TikTok: https://www.tiktok.com/@jeremyau Instagram: https://www.instagram.com/jeremyauz Twitter: https://twitter.com/jeremyau LinkedIn: https://www.linkedin.com/company/bravesea English: Spotify | YouTube | Apple Podcasts Bahasa Indonesia: Spotify | YouTube | Apple Podcasts Chinese: Spotify | YouTube | Apple Podcasts Vietnamese: Spotify | YouTube | Apple Podcasts