Definition
The capitalisation table lists every owner and every instrument that can become ownership — founders, employees, investors, SAFEs, notes, and the option pool. A clean cap table answers “who owns what, fully diluted?” in one view. A messy one delays a raise.
In the room
How the word shows up in a real conversation.
Two founders 40/40, a 10% pool, and a 10% seed investor. A new SAFE with a low cap can push the founders below 30% each on a fully diluted view. That math belongs on the cap table before anyone signs.
Common mistake
Keeping ownership in a founder’s memory or a WhatsApp chat. If you cannot export it, you do not have a cap table.
India note
Keep the cap table in sync with MCA filings and the register of members. A slide that disagrees with ROC records becomes a diligence problem.
See also
Dilution
The drop in your ownership percentage when the company issues new shares.
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Vesting
Earning equity over time so unearned shares come back if someone leaves early.
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Term sheet
A non-binding outline of the deal: price, ownership, and the rights that matter.
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Employee stock option plan (ESOP)
Program that gives employees the right to purchase company stock at a set price.
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