Cap Table

#How It Works

A Cap Table holder is a Node or an individual person. A person holder is a named individual — a founder or a private investor, for example — who holds equity without being a Node and never appears in the organizational graph; its allocation counts toward the total like any other holder's. Each entry records the holder's kind and, for a person holder, the individual's name. Every allocation is in basis points totalling exactly ten thousand at all times — there is no unallocated or partial state.

A Cap Table can change two ways. The first is a permitted manual edit, allowed only while no active Investment contract locks the table. The second is the Investment Contract mechanism. At most one Investment contract is active on a Node at a time, and while it is active it is the only path that changes the Cap Table beyond its own signing effect: manual edits are blocked, and signing a second Investment contract on the same Node is rejected. Under that contract, a MOVE_EQUITY action moves equity among the Cap Table's holders — the pre-existing holders together with the Investment's investee and investor parties, each a Node or a person. Both paths preserve the ten-thousand-basis-point total.

Equity and investment movements are capital movements: an equity change never sits in the cash ledger and never contributes revenue, cost, or margin to any P&L view. Every change remains auditable — what changed, when, between which holders, and under which contract or milestone.

Because Revenue Split allocation and Cap Table allocation are separate concepts, neither one drives the other automatically.

#Statements

These statements fix the ownership representation and its allowed change paths.

Identity and ownership

• A Cap Table belongs to a Node.
• A Cap Table records node ownership allocation.
• A Cap Table holder is a Node or an individual person.
• A person holder is a named individual; it is never a Node and never appears in the organizational graph.
• A person holder counts toward the basis-point total like any holder.

Allocation rule

• Cap Table allocation uses basis points.
• Cap Table allocations sum to ten thousand basis points.

Change paths

• A Cap Table can change through a permitted manual edit.
• A Cap Table can change through an Investment Contract mechanism.
• At most one Investment contract is active on a Node at a time.
• An active Investment contract is the only path that changes the Cap Table beyond its own signing effect; manual edits are blocked while it exists.
• Signing a second Investment contract on a Node with an active one is rejected.
• MOVE_EQUITY moves equity among the Cap Table's holders — the pre-existing holders together with the Investment's investee and investor parties.
• MOVE_EQUITY preserves the ten-thousand-basis-point total.

Separation from revenue routing

• Revenue Split allocation and Cap Table allocation are separate allocation concepts.

Capital movements

• An equity change is a capital movement; it never sits in the cash ledger.
• An equity change never contributes revenue, cost, or margin to a P&L view.
• Every Cap Table change is auditable — what changed, when, between which holders, and under which contract or milestone.

#Operations

Cap Table operations edit the ownership recorded on a Node. They keep the allocation summing to exactly ten thousand basis points and respect the active-Investment lock — once an Investment contract is active on the Node, changes must flow through the contract rather than through a manual edit.

Edit Cap Table changes a Node's ownership allocation, but only when it keeps the allocation summing to exactly ten thousand basis points and only while no active Investment contract locks the table; once such a contract exists, changes must flow through it instead.

Edit Cap Table

• Edit Cap Table changes node ownership allocation.
• Edit Cap Table preserves the ten thousand basis point allocation total.
• Edit Cap Table respects active Investment Contract locks.

#Why It Matters

Ownership and revenue routing are different questions, and conflating them makes both unreadable. By giving every Node its own Cap Table — independent from any Revenue Split — investment economics and contract routing stay as distinct planes: changing how revenue is split never silently rewrites who owns the Node, and vice versa. The ten-thousand-basis-point rule and the active-Investment lock together protect ownership from silent or out-of-band change.

#Related

• Node — every Node carries a Cap Table from creation.
• Contract — Investment Contracts are the second Cap Table change path.
• Wallet — the value-movement surface a Node also carries from creation.
• Ledger Event — the append-only facts behind every derived financial view.