CaptabNEAR testnet

Cap tables on NEAR

Captab

From day zero to unicorn.

Captab keeps a company's cap table, the record of who owns what, in a NEAR smart contract run by a DAO board. Founders, employees, and investors can verify their own stake, and money moves in the same transaction as the ownership it pays for.

NEAR testnet prototype · units are ledger records, not legal shares · all holders are fictional

What is a cap table?

A capitalization table lists who owns a company: founders, employees with vesting grants, investors, and the pool reserved for future hires.

It decides who gets paid when the company is sold, how much each new investor dilutes everyone else, and whether an employee's equity has vested. Most companies keep it in a spreadsheet or a private database, so every holder has to trust whoever keeps the file.

This company's cap table, live from chain

  • Issued 7,140,000
  • Reserved for grants 435,000
  • Pool 1,800,000
  • Unallocated 2,625,000
  • of 12,000,000 authorized

captab-company-0d07df99e1bb0e44.testnet · ledger revision 14

Why put it on-chain

The board votes on-chain

The board is a two-of-three council on a Sputnik DAO. Every issuance, grant, round, deal, and payout is a proposal it votes on, and the company contract accepts changes only from the DAO.

The rules are code

Supply never exceeds what is authorized, vesting follows its schedule, an action cannot be replayed, and no unit moves without the holder's signature. Anyone can check the ledger against the rules.

Money moves with ownership

An investor's payment issues their units in the same transaction, or is refunded. Payouts sum exactly to the budget and pay each holder once, even when a transfer fails and is retried.

From day zero to exit

Seven stages a company goes through, each a set of contract calls. Stages marked v2 need a company on contract schema 2.

  1. 1

    Found

    Split ownership between founders, vest it, and record the agreement.

    The founders' agreement is fingerprinted on chain; founder units can vest like anyone else's.

    issue_founder_unitsincrease_authorized
    Live
  2. 2

    Hire

    Give contributors equity that vests monthly, with terms they sign.

    Any cliff, 1–120 months. Contributors claim with zero NEAR through a sponsored relayer.

    create_grantaccept_grantclaim_vested
    Live
  3. 3

    Raise

    Sell new units to investors at a round price; they pay and receive in one step.

    Wrong amounts or payers are refunded by the token. The money lands in the DAO treasury.

    create_roundapprove_dealft_transfer_call
    Live · v2
  4. 4

    Operate

    Run the company's ownership with board votes and an audit-ready record.

    Replay-safe actions, corrections, lost-wallet recovery, CSV/JSON export with a SHA-256.

    retire_unitsreassign_holding
    Live
  5. 5

    Liquidity

    Let early holders sell to new buyers, or sell back to the company.

    A unit moves only with the board's approval and the holder's signature.

    accept_dealforward_proceeds
    Live · v2
  6. 6

    Pay holders

    Distribute money to holders, exactly and once.

    Payouts sum to the budget, are funded once by the DAO, and are retry-safe per holder.

    prepare_distributionpay_recipient
    Live
  7. 7

    Exit

    Split sale proceeds by preference, accelerate vesting, close the books.

    An exit waterfall becomes an explicit payout list; the closed ledger can never reopen.

    prepare_explicit_distributionclose_company
    Live · close in Sandbox

Transparent where it matters, private where it should be

Public and verifiable

Units per account, grants and vesting, rounds and prices, deals, payouts, and every board vote. Anyone can audit them on NEAR.

Private

The names and emails behind account IDs stay off-chain. Council members see them after signing in with their wallet; every other holder sees only their own.

Fingerprinted only

The charter, grant agreements, and purchase agreements stay with the company. Only their SHA-256 goes on chain, so anyone holding a copy can prove it is the approved version.

Honest limit: amounts are public today; only identities are private. Confidential balances are on the roadmap.

Ownership ledger today, share tokens next

Real equity cannot trade freely: transfers need the company's consent and the holder's. So Captab starts with an on-chain ledger that enforces those rules, then adds tokens on top of it.

  1. Built: on-chain ownership ledgerIssuance, vesting, priced rounds, secondary sales, buybacks, and payouts, each approved by the board and signed by the holder.Live on testnet
  2. Next: restricted share tokensOne NEP-141 token per share class, visible in wallets, with a transfer guard that enforces the same approvals. The ledger migrates once, from a hashed export.Designed
  3. Later: legal sharesLegal wrappers that make on-chain units the company's source of truth, with confidential amounts.Future

Proof, not promises

Units issued7,140,000
Holders5
Ledger changes14
Deals settled3
Contract and DAOVerified

Every stage, run live on testnet

StageWhat happenedTransactions
FoundCharter amended to 12,000,000 authorized units, with the document's SHA-256
HireA contributor signs the grant terms on-chain, then claims 25,000 vested units at the cliff
RaiseSeed round: a wrong amount and a wrong payer are refunded; the investor's exact 10,000 TESTUSD issues 1,000,000 units in the same transaction
LiquiditySecondary sale: the seller locks units, the buyer pays, held proceeds are delivered by a public retry
LiquidityBuyback: the holder accepts, the DAO pays through a proposal, 5,000 units are retired
ExitA board-set payout list of 2,000 TESTUSD, funded exactly once and paid to five holders
74Rust unit tests

supply invariants, vesting, replay safety, deals, payouts

9NEAR Sandbox tests

real Sputnik DAO votes, token payments, retries, close

26browser tests

every screen against fixture chain views

Contracts: captab-company-0d07df99e1bb0e44.testnet (company), captab-dao-0d07df99e1bb0e44.testnet (board), captab-token-0d07df99e1bb0e44.testnet (TESTUSD). An earlier v1 deployment, captab-company-101e85b169dd3522.testnet, ran the original payout and zero-NEAR claim rehearsals.

How it is built

Captab architectureCouncil members vote in a Sputnik DAO. Only the DAO can change the company contract, which keeps the ownership ledger. Investors and buyers pay through the TESTUSD token, which calls the company contract; payouts flow back through the token. The web app prepares proposals and reads the ledger; holders sign their own grants and deals; a worker observes receipts and a relayer pays gas for contributors.BoardSputnik DAO, 2 of 3 councilvotes on every changeCompany contractthe ownership ledger (Rust)vesting, deals, payoutsSettlement tokenNEP-141 (TESTUSD)investor money, payoutsCaptab appNext.js: read, propose,export, plan roundsHoldersfounders, contributors,investors, buyersWorker and relayerobserve receipts, pay out,sponsor zero-NEAR claimsonly callerft_on_transferpayoutsproposals, votesreadsaccept, claimpay for unitspays, observessponsors gas
The company contract accepts ledger changes only from the DAO. Holders sign for their own grants and deals; money moves through the token in the same transaction as the units it pays for.

Who it helps

Founders anywhere

An auditable cap table with built-in payouts from one deployable contract, without paying for equity software or waiting on local legal infrastructure.

Contributors and employees

Vesting they can verify themselves, claims that cost them nothing, and a path to cash through board-approved secondary sales.

Investors

A valuation trail for every round and settlement in the same transaction, so there is nothing to reconcile.

DAOs, open source, co-ops

Equity-like units for contributors, governed by the community's own council and enforced by code.

What comes next

Honest limits

Inspect or deploy a company · For agents: a plain-text summary is at /llms.txt.