Launching the First Open Cap Table Format
The Open Cap Table Coalition is launching the first iteration of the Open Cap Table Format, an open source cap table format that aims to improve the interoperability, transparency, and portability of startup cap table data.
Since announcing the Coalition in July 2021, we have fostered a growing community that is working together to create standardization around the ways we interact with one of the most basic documents in running a business: the capitalization table. Today, the first version of a standardized format to communicate capitalization data between stakeholders is now open source and ready for ecosystem players to interact with and adopt.
The Format Specifics
The Open Cap Table Format (OCF) is a data storage format that aims to be the new standard for sending and receiving your cap table. In this first launch, we have created the technical documentation and format organization that will lead to further tooling across the industry.
In its most simple terms, the OCF allows for cap table data to be organized and stored as a series of JSON files. Here’s an overview of some of the core elements of the OCF:
- Manifest file — Each OCF object will contain a “manifest file” which will provide detailed information on the issuer, including Tax IDs, addresses, contact information, and date of creation.
- Transaction files — Each of our security types (think stock, warrants, etc.) has its own set of transaction event types. Transaction events, including issuances, are stored in transaction files from earliest to most recent.
- Stakeholder files — Stakeholder files are not just limited to shareholders and optionees. These can also include board members, advisors, officers, and other stakeholders.
Other files that are also included describe stock legends, stock classes, stock plans, vesting schedules, and valuations. For a full look at the technical specifications, visit our GitHub repo.
The Format Creators
Working under the broader Open Cap Table Coalition, we have a number of working groups focused on different aspects of cap table data. For the format, we put together a technical working group, composed of engineers from five Coalition member organizations, that have been working on the technical spec of the format for a year.
Validators
Phase one of validation included mapping the organization’s internal capitalization data model to assigned parts of the OCF specification and ensuring OCF could conceptually model exported capitalization data. Here are validators from our coalition.
- John Scrudato
- Patrick Johnmeyer
- Pavitra Bhalla
- Jacob Yavis
- Sachin Shrestha
- Joe Magon
- Ty Carleton
Code Contributors
Code contributors have directly worked on the OCF schemas, tooling and/or documentation.
- Rob Wise
- Tyler McConnell
- John Scrudato
- Patrick Johnmeyer
- Pavitra Bhalla
- Caroline Taymor
- Jake Yavis
- Andrey Lebedev
Technical Ecosystem Members
Technical Ecosystem members have actively participated in the OCF member comment process and/or OCF schema design and planning.
- Haoting Wang
- Deepi Sidhu
- John Tylwalk
- Ben Hutchings
- Dan Owen
- Eric Vogl
- Chris Pasakarnis
- Ray Shan
- Andy Shawber
- Ryan Carpenter
- Stephan Richter
- Ty Carleton
Once we had an initial technical spec ready, the technical working group provided a preview release of the format to the broader coalition. The broader coalition was then given the opportunity to review, provide commentary, and even provide sample code to be incorporated into the technical spec. Finally, we relied heavily on our equity management software providers to validate the spec using the tens of thousands of cap table data sets.
The result is a first version of the Open Cap Table Format, created and vetted by a diverse and deeply passionate group of ecosystem players.
Next Steps for the Coalition
The Open Cap Table Coalition members will now work on tooling to ensure that all coalition members will be able to send and receive cap tables as an OCF file, and continue our mission to increase the consistency and portability of startup cap table data across the entire ecosystem. For a full list of Open Cap Table Coalition members, you can check out our new website: opencaptablecoalition.com
With new types of funding and an ever-evolving startup landscape, initiatives like this will help usher in an era where founders, operators, and ecosystem members can spend less time deciphering historical cap table data, and spend more time focused on planning what’s next to come for the startup at hand.
If you’re interested in joining the coalition, find out more about what membership includes in our FAQs on our website and email join@opencaptablecoalition.com if you are interested in joining.
