Go to your company’s Settings page and under your company details activate the Share Numbers toggle. Nice side-effect: This automatically adds consistent share numbers in chronological order to your current transactions. It always takes the lowest available range of numbers for the next transaction.
Where can I see my convertible loans?
Go to the Transactions page and in the Filter field, type Convertible loan.
Or open the Round Modeling on the Cap Table page, click Add and under Trigger Convertibles choose From Transactions. This also allows you to simulate the conversion of the loans (see modelling section).
Go to the Stakeholders page, click the three dots next to a stakeholder, click Edit and you will see a field named Group. By default, the groups Founders, Employees and Investors already exist. You can create a new group by typing a new group name in the field and pressing Enter or clicking on Create new group.
How do I create an equity plan?
You can create an equity plan by navigating to *Equity Plans*. 1. First you have to create a pool by clicking on *Add pool*. Fill in the information and add documents or notes if necessary. 2. Then you can grant certain employees shares. Click on *Add Grant* and fill in the invormation.
Admins will receive email notifications about important equity plan events such as maturity, cliff, vesting.
How do I define vesting?
You can define vesting when you grant someone stock/options/phantom options/warrants. Click on Vesting to expand the section and you will see the window shown below:
Now you can define the vesting parameters. If you want custom vesting, read the question below.
How do I define a custom vesting?
Let’s take an example: You have 80 options that vest over 48 months with 12 months cliff. After the first 12 months in which 20 options vest, each month 1 option vests for the remaining 36 months. A headache? Not with Ledgy. Choose custom vesting and define 3 periods:
Percentage: 25, Duration: 12, Vest every: 12 months
The app works best in Google Chrome and Mozilla Firefox. If you don’t use one of these browsers and notice weird behavior, please let us know.
Can I manage pooled investments / trusts in my cap table? Can Ledgy differentiate between legal and economic owner?
Yes, let’s say Bob holds shares through Bobs Trust Inc. Then you can show your cap table both in legal and economic terms. Here’s how to set it up:
Go on the Stakeholder page, add Bob, Alice and Bobs Trust Inc. as new stakeholders.
Go to the Transactions page, click Add and Single Share Issuance. In the To field you can now select Bobs Trust Inc. and in the Beneficiary field select Bob.
Go to the Cap Table page, and you’ll see a new button Legal at the top left. Clicking it will switch to Economic view, showing Bob instead of Bobs Trust Inc. Notice the small via Bobs Trust Inc. badge next to his shares.
You can also mix direct and indirect investments. For example Bobs Trust Inc. can hold some shares, as well as Bob through Bobs Trust Inc.
Bob will also see his indirect holdings in his Portfolio, with a via Bobs Trust Inc. badge.
Collaboration
How can I invite an investor to see my cap table?
Go on the Stakeholder page, add you investor’s email address (at this point the shareholder does NOT receive any email). Then just click the invite button on the right-hand side. You can choose three access right levels.
Portfolio The investor will be able to see her stake in her portfolio.
View-only View everything, but not able to edit.
Admin Full access.
How can I share my cap table?
There are three ways:
Grant view-only access to your shareholder (see above).
Download the cap table as pdf on the Cap Table page and share it via email.
On the Documents page you can upload your cap table export and activate link sharing. When you hover with your mouse on the link-sharing toggle, you will see the possibility of copying the link, which you can then share. At any time you can deactivate link sharing which will make the link invalid.
Can investors also log in to see their stake?
Every user on Ledgy has a portfolio where they can see their investments.
Find your portfolio: Click on My Portfolio (lower-left corner).
To see investments: The company you’ve invested in needs to add you as a shareholder (and add your email address) and also needs to click on the Publish button on the Transactions page.
How can I see who made which changes to my cap table?
Ledgy lets you work with multiple admins on the cap table. You can see a change history in the Last Changes log in the Dashboard page.
Why can’t my stakeholders see their transactions in their portfolio?
Stakeholders with view or portfolio access won’t see your changes until you publish them.
Email notifications for vesting, maturity, and expiry events will only be activated after transactions are published.
In order to publish, click the Publish button on the Transactions page.
You can always update or delete transactions after publishing.
While editing, you can track the changes by hovering over the Modified tag on the label of edited transactions.
Why do my stakeholders see no valuation in their portfolio?
A Valuation must first be added and published. You can do that in the Transactions page, click Add then click Valuation and fill in the information. Once you're done, click Publish and your shareholders will now see the valuation.
Scenario Modeling
How to see the return on investment (ROI) of a shareholder? Is it possible to model exit scenarios?
Yes, the exit scenario modeling even takes into account:
liquidation preferences with a multiple,
participating with or without cap,
interest.
On the Cap Table page, click on Ownership at the top left and then on Exit. To the left of Ownership you can choose the Economic/Legal view and view by Groups/Stakeholders/Classes.
Enter an exit valuation, scroll down to the cap table and you will see your cap table with each stakeholders ROI and a multiple.
It also helps you understand what happens with a breakpoint plot. Click on a different point on the plot, to see the exit scenario at that valuation.
Can I stack several rounds on top of each other in the round modeling tool?
Yes, that’s possible thanks to the Draft mode. Here’s how: Let’s say you would like to see what your cap table is going to look like after your upcoming series A and B.
Go to the Cap table page, click on Scenarios in the upper-right corner and start adding transactions for series A. Then click on Convert (shown in yellow in the picture below).
The new transactions will be created as a draft. You can have a look at them on the Transactions page.
Now your cap table status is post series A. Repeat the process above for your series B in the Round modeling.
That’s it! To remove these series A and B transactions from your draft, go to the Transactions page and click on the Reset button. But make sure there were no other remaining changes to your transactions before resetting.
How do I convert my convertible loans?
There are two ways of converting convertible loans through the round modeling tool, which also calculates for you how many shares should be issued for the convertible, taking the cap, discount and interest into account.
Go to the Cap Table page and click on Scenarios. Add existing convertibles by clicking on Add and then under Trigger convertibles choose From transactions.
Add a new convertible loan, that you want to trigger in the round. Click Add then under Trigger convertibles choose New convertible. Fill in the information and click Save. Now this convertible will be added to the round and it will automatically use the rounds parameters for the conversion (e.g. valuation).
Yes. The Excel or other spreadsheet tools can get tricky when it comes to conversion of the SAFE - if an employee pool is created during the round, it is taken into account for the conversion of the SAFE. Ledgy does the math for you, so you're on the safe side ;-)
Add your SAFE as a convertible loan on the Transactions page or directly in the Scenarios.
Click on Settings. Make sure the toggles Convertibles only dilute existing stakeholders and New pool shares only dilute existing stakeholders are activated.
Documents and Reports
In which formats can I download my cap table?
You can download the cap table in PDF or Excel format.
What is the blue badge next to the documents? What is the blockchain notary?
The blockchain notary takes any document on Ledgy and registers a certificate on the Bitcoin blockchain. Thus, during due diligence, it is possible to take any document and check on Ledgy if and when it was uploaded on Ledgy, by whom, and that it hasn’t been changed since then.
Only a certificate (the hash in more technical terms) is stored on the blockchain, not the document itself. So there’s no privacy risk at all.
When publishing new changes to your cap table, a pdf report is automatically generated and saved to your documents. This creates a bullet-proof due diligence chain which you can later use to impress potential investors or buyers.
Are you looking for a more technical description of the blockchain notary? Have a look here.
Legal
ESOP or PSOP: Which should I choose?
ESOP (Employee Stock Option Plan): An agreement for the employee to receive shares in the company, if certain conditions are met (often length of employment).
PSOP (Phantom Stock Option Plan): An agreement for a bonus payment to the employee in case of an exit, computed as if the employee had shares in the company.
For a more complete comparison, you can use our guide to ESOP vs PSOP.
What are the common employee incentive (ESOP/PSOP) models?
Switzerland, Germany, Spain: Phantom Stock Options (aka Virtual or Shadow)
Why do I need to specify a beneficiary for institutional investors who hold more than 25% of the company in Switzerland (Meldepflicht)?
In 2015, a law to avoid money laundering had been created. It states that if a shareholder (person or institution) holds 25% or more of the company, he must disclose his name and address to the company.
That’s a tricky legal title. Some lawyers say yes, some no. In any case, they are cumbersome to manage, but Ledgy helps you as much as possible with that. Our opinionated answer here.
