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Capitalization Table

Cap Table

A spreadsheet showing the equity ownership structure of your company.

Definition

A capitalization table (cap table) is a spreadsheet or ledger that records all equity ownership in a company, including who owns shares, how many, and at what price they were issued. It lists founders, investors, employees with options, and any other equity holders. A clean, accurate cap table is essential for due diligence, calculating dilution, and understanding liquidation outcomes.

Why It Matters

Your cap table is the legal and economic record of your company's ownership. Mistakes โ€” duplicate share issuances, incorrect option grants, missing vesting schedules โ€” can create serious legal problems and disputes. Investors review the cap table in every due diligence process and will flag complex, messy tables as a red flag.

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