Product

What the register covers

Capmatter is arranged in the chapters below, the same way the app’s navigation is. Each chapter reads from one share ledger, so a change made in one place is the change everywhere.

Ownership

The share ledger and everything read from it.

Cap table · Holders · Ledger · Share classes · Certificates · Corporate actions

An append-only share ledger. Posted entries are voided with a reason, never edited, and the cap table can be rebuilt as at any date.
Fully diluted view by holder and by class, including options outstanding, the unallocated pool and convertibles shown as converted.
Share classes with liquidation preference, participation, anti-dilution and voting terms.
Convertibles: SAFEs, iSAFEs, CCDs, CCPS, OCPS, notes and warrants.
Guided workflows to allot shares and record transfers. Each states what it will write to the ledger before you commit.
SH-1 certificates with folio and distinctive numbers.
Corporate actions (splits, bonus issues, consolidations, rights issues) are previewed, approved and then executed on the ledger.
Register checks that flag gaps before a round, an audit or a filing.

Employee equity

Plans, grants and what each employee can see.

Plans & pools · Grants · Exercises · Windows · Surrenders · Employee portal

ESOP, SAR, phantom and RSU plans with pool size, board and shareholder approval dates, and default vesting.
Grants with time, milestone or hybrid vesting, cliffs and exercise periods; lapse on exit and pool top-ups.
Exercise requests approved in the workspace and allotted on the ledger; exercise windows carry the FMV that applies.
An employee portal: grants, vesting, exercisable options and their value at the latest FMV, grant-letter acceptance with a typed signature, and exercise requests (cash, cashless or sell-to-cover).
Online exercise payments into the company’s own Razorpay account.
ESOP trust records: trustees, shares held and the loan from the company.

Capital

Rounds, models, valuations and liquidity.

Financing history · Priced round · Scenarios · Simulator · Waterfall · Valuations · Liquidity

Record a priced round and write it to the ledger, or log historical rounds for reference.
Saved scenarios you can branch and compare; a dilution simulator across several future rounds.
Exit waterfall with liquidation preferences, participation and conversion.
A register of valuation reports (Rule 11UA, FEMA pricing, ESOP FMV, Ind AS) that feeds tax and the portal.
Perquisite tax on each exercise with a TDS export for payroll, and the s.192(1C) deferral for eligible startups.
Ind AS 102 expense: Black-Scholes fair value and the graded-vesting charge by financial year.
Liquidity programmes (buybacks, ESOP surrenders, tender offers, secondaries) with offers, consents, approvals and settlement on the ledger.

Governance

The secretarial record, next to the register it describes.

Meetings · Resolutions · Statutory registers · Insider trading · Compliance · FEMA

Board, committee and general meetings with agenda, attendance and minutes.
Board, circular, ordinary and special resolutions, with the MGT-14 flag.
Registers of members (MGT-1), allotments, transfers (SH-4), ESOPs (SH-6) and certificates, kept from the ledger.
Insider-trading controls: trading windows, designated persons and pre-clearance.
A compliance calendar derived from your own transactions, and FEMA filings (FC-GPR, FC-TRS, Form ESOP, CN, FLA). Dates are advisory; confirm them with your CA or CS.

Records

What a board, auditor or diligence team asks for.

Documents · Signatures · Data rooms · Reports · Imports

18 exports, from the fully diluted cap table and the ledger to the registers, vesting, pool use, tax, Ind AS 102 and a diligence summary.
PDF documents generated from the register, with a versioned history of what was issued when.
Read-only data rooms with watermarks, expiring links and an access log.
Signature tracking for grant letters, agreements and resolutions.
Import from Excel or CSV with column mapping, row-level validation and a preview before anything is posted.

Funds

For funds and SPVs that hold equity.

Funds · LPs · Capital calls · Distributions · Portfolio

Funds and SPVs with corpus, vintage and registration.
LP commitments, drawdown notices and distributions.
Portfolio fair-value marks with DPI and TVPI.

Workspace

Who can do what, and the proof that they did.

Settings · Team & roles · Approvals · Integrations · Billing

Roles with granular permissions, invitations and an activity log of every change.
Optional two-person approval: the database refuses an approval from the person who submitted the record.
A read-only assistant that answers questions from your own records and never changes them.
Optional help from the Capmatter team, requested from inside the app (see below).

Who works in it

Each person gets the part of the register their job needs, with permissions to match.

Role	What they use it for
Founders	A fully diluted cap table for every conversation, round models before a term sheet, and one list of what is waiting on them.
HR and people teams	Grant letters accepted online, vesting and exits handled, exercise windows and liquidity programmes for the team.
Finance	Perquisite tax for payroll, Ind AS 102 workings, exercise payments reconciled and exports for the auditor.
Company secretaries and counsel	Statutory registers kept from the ledger, meetings and resolutions, ROC and FEMA filings tracked to completion.
Investors and funds	Investor updates, read-only data rooms, a portal for holdings, and fund records for SPVs.

Help from the Capmatter team

Optional, and requested from inside the app. During the current pilot there is no fee. Places are limited, and pricing after the pilot is under review. The team does two things.

Records migration. Up to two remote working sessions per company, of up to 90 minutes each, on your screen: your cap table, holders, grants and share history mapped into Capmatter and checked against your filings, with every difference listed for you to decide on. Your team runs the import.
Workspace set-up session. One remote session per company, of up to 60 minutes: roles and permissions, two-person approval, portal access and reports, set up by your team with ours guiding.

Capmatter does not provide valuation reports, ESOP trusteeship, secretarial filings, or legal, tax or plan-design advice. Those need qualified professionals. You record their work in Capmatter, and it keeps the register they rely on.

Security and data handling are described in the security policy.

See it with your own numbers

Create an account and import your cap table, or tell us how your equity is structured and we will scope a migration.

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