How to Automate Carta

The cap table is the one record nobody may get wrong

Carta is where a private company's ownership is recorded and where a fund's investors read their statements. It began life as eShares and now covers both halves of private capital: equity management for companies, and fund administration for venture and private equity managers, with limited partners reading their commitments, contributions and performance in the LP portal.

It is an unusual sort of record. Most business software describes what happened. A cap table determines what people own, and it is read in the moments that matter most: a term sheet, a secondary, an acquisition, a lawyer's diligence list the week before a close. A mistake in it is not a reporting problem, it is a legal one.

So a small number of people are responsible for it being right, usually finance, the general counsel and a founder, and they treat it accordingly.

Equity work is a calendar of other people's deadlines

Almost nothing in equity administration is urgent until it is late, and then it is expensive.

A new hire has thirty days to file an 83(b) election, and after that the chance is gone. A 409A valuation goes stale and every grant issued against it becomes questionable. A board consent sits unsigned because two directors are travelling, and the grants underneath it cannot be issued. An employee leaves and an exercise window starts running, whether or not anybody explained it clearly. On the fund side there is a quarterly reporting deadline, a capital call to reconcile, subscription documents to collect from an investor who has not opened the email, and know your customer checks that have to be finished before a close.

The usual defence against all of it is a spreadsheet of dates kept by one person, and a quiet worry about the week that person is away.

Carta

Signatures chased before the close Board consents and subscription documents still outstanding, with the people who have not signed named and a chase drafted for each.

Deadlines counted down, not remembered Exercise windows, 83(b) clocks and 409A expiry tracked daily, so a date is met rather than discovered a fortnight after it passed.

Exercises reconciled against the money Option exercises checked against what actually arrived in the bank or the payment processor, so the record and the cash agree.

Carta already issues the grants and runs the 409A

Carta does the hard part of this properly, and it is worth being precise about how much.

The cap table updates as securities are issued and modified, with share classes and vesting schedule templates handled inside the platform. 409A valuations are requested, managed and approved on Carta as part of the plan, whether it is a first valuation, an annual refresh or a material event. Equity plans can be created, amended and terminated. Employees accept securities and exercise options electronically from the web or the iOS app, and Carta generates the Form 3921 copies for every incentive stock option exercise. Board consents are created, sent, tracked and archived. Deal Pro Forma models a round against the real cap table before it happens. On the fund side, investors get their documents, commitments and performance in one portal.

What Carta cannot do is act anywhere else. The signature that has not arrived, the wire that cleared into the company's bank, the identity document sitting in an investor's inbox, the law firm's data room, the payroll system that knows somebody left: all of it is outside, and all of it changes what the record should say.

The cap table knows what is about to expire

Read Carta on a schedule and the calendar stops depending on one person's memory.

Board consents still unsigned three days after they went out, with the directors who have not signed named and a chase drafted for each. Exercise windows closing inside sixty days, listed with the leavers they belong to, so nobody discovers a deadline after it passed. The 409A that expires next quarter, raised early, so the next one is commissioned outside a round rather than in the middle of one. Every 83(b) clock started this month, counted down day by day.

Exercise payments checked against what actually arrived in the bank or the payment processor, so a grant marked exercised has money behind it. The cap table compared against the last version anyone reviewed, with anything that moved unexpectedly flagged for a look.

On the fund side, the same pattern. Subscription documents outstanding before a close. Identity checks still incomplete, by investor. Quarterly reporting deadlines counted back from the date they are due. The net asset value package assembled from the pieces that are ready, rather than started from nothing on the last Friday of the quarter.

Nothing on the cap table changes without a person saying so

The dates are already in Carta. What is missing is anyone reading them in the week a round is closing, which is exactly the week the Monday review gets skipped.

WebRun is an agent that works a real Chrome browser, signed in as you. It opens Carta the way your finance team does, reads the consents, the grants, the valuations and the fund deadlines, checks the bank or the signature service beside it, and brings back a list with the dates attached.

It reads and it prepares. Every chase, every reminder to an employee or an investor, and anything that would alter a record waits for approval. Equity is the last place anything should move on its own.

The workflows below are already built, and each one names what it opens.