Glossary · Fundraising
Cap table
Also called capitalisation table, capitalization table
Definition
A cap table (capitalisation table) lists who owns a company: founders, investors and employees, with their shares, options, warrants and convertible instruments. Investors check it early in due diligence, and errors in it are one of the most common problems in a funding round or sale.
Where cap table comes up
On this site, in our guides and in the conversations we've written up.
Guide The due diligence data room checklist Corporate: incorporation documents, cap table, board minutes, shareholder agreements. 
Video · Visible What a pre-seed fund needs in your data room before it wires the money An angel investing their own money may ask for nothing; an institutional fund needs incorporation documents, founder and employee agreements, IP assigned to the company and a clean cap table. 
Video · New Ventures BC Startup fundraising: what investors check and what goes in the data room Fund managers owe a fiduciary duty to the people whose money they invest, so they check that there are no funny arrangements on the cap table and that historical statements are free from error. 
Video · 500 Global Early-stage due diligence: the legal documents investors should check 500's legal checklist covers the charter and bylaws, board appointments and initial actions, option pool approval, founder stock purchase documents, a detailed cap table, IP assignments and board approval of the investment. 
Video · Khaitan & Co Cross-border diligence: why deals fall on clearances, not interest On a joint venture in Oceania, a familiar name on the cap table turned out to hold a passport from a country neighbouring India, which took a couple of months to restructure.
Video · Visible What a pre-seed fund needs in your data room before it wires the money An angel investing their own money may ask for nothing; an institutional fund needs incorporation documents, founder and employee agreements, IP assigned to the company and a clean cap table. Video · New Ventures BC Startup fundraising: what investors check and what goes in the data room Fund managers owe a fiduciary duty to the people whose money they invest, so they check that there are no funny arrangements on the cap table and that historical statements are free from error. Video · 500 Global Early-stage due diligence: the legal documents investors should check 500's legal checklist covers the charter and bylaws, board appointments and initial actions, option pool approval, founder stock purchase documents, a detailed cap table, IP assignments and board approval of the investment. Video · Khaitan & Co Cross-border diligence: why deals fall on clearances, not interest On a joint venture in Oceania, a familiar name on the cap table turned out to hold a passport from a country neighbouring India, which took a couple of months to restructure. Related terms
Term sheet A short, mostly non-binding summary of the key terms of an investment or deal. SAFE note A simple agreement for future equity: early-stage funding that converts into shares at a later round. Convertible note A loan to a startup that converts into shares at a later funding round instead of being repaid.