Cap Table Hygiene Before a First VC Check | Tage VC

A first institutional check will not fix a messy cap table. It will price it. Here is the hygiene Tage VC expects before Launch or Partner diligence.

The table is the company, on paper

Investors, partners, and eventual buyers underwrite who owns what as carefully as they underwrite revenue. A first institutional check does not wash the table clean. It freezes it, then adds a new preferred layer on top.

If you are on the Launch path with Tage Venture Capital, we would rather spend a week on hygiene than six months explaining a surprise later.

What “clean” actually means

Clean is not a pretty Carta screenshot. It is a story that survives a data room:

Every instrument has a document. SAFEs, notes, side letters, advisor grants. Handshake equity is not equity.
The math reconciles. Fully diluted, option pool, and issued shares match the latest model.
Dead equity is named. A departed co-founder with 25% and no vesting leftover is not a footnote. It is the deal.
Promises are either granted or withdrawn. “We’ll take care of you” to an early engineer becomes a claim in diligence.

If you cannot produce that packet in a day, you are not ready to price a round. You are ready to do the work.

The four messes we see most

Forgotten SAFEs

Friends-and-family paper with unclear caps, missing signatures, or two versions of the same note. Institutional capital will ask which one governs. Pick one, paper the rest, and stop raising on PDFs in email.

Unissued option promises

A verbal 2% to a contractor who now wants 4% is a future lawsuit dressed as culture. Grant it, or write a clean release. Do not carry it into a priced round and hope the new investor “understands.”

50/50 founder splits with no vesting

Equal ownership can be right. Equal ownership with no vesting and one founder already part-time is a governance problem. Fix roles and vesting before a third party has to referee.

Entities that do not match the product

The IP sits in a personal LLC. The operating company is in the wrong state. The brand is licensed with no assignment. Buyers and later partners trip here constantly — the same hygiene that helps a raise helps an exit later. See customer concentration for the commercial cousin of this problem.

A practical sequence (two weeks, not two quarters)

Export the current table and list every instrument, even the embarrassing ones.
Collect signed PDFs into one folder. Missing signature means it is not closed.
Write a one-page narrative: who owns what, why, and what is still verbal.
Decide the option pool before you negotiate price. Expanding it after a term sheet is how founders get diluted twice.
If a departed founder still holds a blocking stake, start that conversation now. Capital will not do it for you.

This is the same readiness habit we use on exit planning — hygiene as a product of the business, not a scramble after a term sheet.

What we will not do

We will not invent a clean table in a week of legal theater so a raise can close on a conference deadline. We will help you sequence the work if Launch is the right door. If the real topic is succession or a sale, that is Exit, and the table still has to be honest.

When hygiene says “do not raise yet”

If cleanup requires a fight you are not ready to have, do not raise into it. A path-honest no is cheaper than a closed round that cannot be sold later.

Ready to walk through the table? Start a Launch conversation or compare doors in Launch vs. Partner vs. Exit.

Cap Table Hygiene Before Your First Institutional Check