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 Ohio

Ohio law does not prescribe a specific formula for converting a convertible note into equity on a cap table; instead, Ohio Rev. Code § 1701.06 governs the board’s authority to authorize convertible instruments and set their terms. Under this section, the corporation’s board of directors determines the conversion mechanics, including any valuation cap or discount rate, as part of the note’s issuance. The statute does not mandate a fixed calculation, leaving the conversion ratio entirely to the instrument’s terms and board resolution. The worked example below illustrates how a cap table adjusts under a typical conversion. For your specific scenario, use the calculator to estimate the effect based on your note’s provisions and the official source at the link above.

Governing authority

In Ohio, the convertible note cap table rule is set by Ohio Rev. Code § 1701.06. The verified packet cites Ohio Rev. Code § 1701.06 (https://codes.ohio.gov/ohio-revised-code/section-1701.06).

Ohio convertible note cap table: governed by Ohio Rev. Code § 1701.06. The verified packet cites Ohio Rev. Code § 1701.06 (https://codes.ohio.gov/ohio-revised-code/section-1701.06).

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.