A cap table — short for capitalisation table — is the single source of truth for who owns what in your company. For Indian startups incorporated as private limited companies, getting your cap table right from day one prevents significant legal and fundraising headaches later.
What Goes Into a Cap Table
Your cap table should capture every class of shares (equity, preference, CCPS, OCPS), every shareholder's holdings including their PAN and DIN where applicable, any convertible instruments such as SAFEs or CCDs, and your ESOP pool — both granted and unallocated.
Common Mistakes to Avoid
The most frequent mistakes we see: not recording pre-incorporation agreements, treating all founders as equal shareholders without vesting schedules, and failing to update the cap table after every allotment. Under the Companies Act, 2013, any allotment must be backed by a board resolution and PAS-3 filing within 30 days.
Cap Table at Each Funding Stage
At incorporation, founders hold 100%. By Series A, you should expect 15–25% dilution for the round, plus a refreshed ESOP pool of 8–12%. Kapitalyze models these scenarios automatically so you can see post-money ownership before signing term sheets.