This page provides general legal information and calculation tools, not legal advice. DocketMath is not a law firm and does not provide legal representation, and using this site does not create an attorney-client relationship. Laws change and exceptions apply, so deadlines and amounts specific to your situation should be confirmed with a licensed attorney in your jurisdiction.

Convertible Note Cap Table in New York

Under New York law, the issuance of shares upon conversion of a convertible note is governed by N.Y. Bus. Corp. Law § 501, which authorizes a corporation’s board to set the consideration for shares. This statute does not prescribe a specific cap table calculation formula; instead, it provides the legal framework for the board to determine the conversion price and resulting ownership percentages. The cap table reflects the allocation of shares after conversion, which depends on the terms of the note and the board’s resolution. The exact method for computing the conversion and its effect on the cap table is not detailed in the statute. The official source at the link above contains the full text of the rule. To estimate your own cap table outcome, use the calculator provided on this page.

Governing authority

In New York, the convertible note cap table rule is set by N.Y. Bus. Corp. Law § 501. The verified packet cites N.Y. Bus. Corp. Law § 501 (https://www.nysenate.gov/legislation/laws/BSC/501).

New York convertible note cap table: governed by N.Y. Bus. Corp. Law § 501. The verified packet cites N.Y. Bus. Corp. Law § 501 (https://www.nysenate.gov/legislation/laws/BSC/501).

Estimate your own result: every situation has exceptions that can change the outcome. Use the convertible note cap table calculator to estimate your specific figure.

This page provides general legal information and calculation tools, not legal advice. DocketMath is not a law firm and does not provide legal representation, and using this site does not create an attorney-client relationship. Laws change and exceptions apply, so deadlines and amounts specific to your situation should be confirmed with a licensed attorney in your jurisdiction.