Governance · Ownership · Component
Ownership register
Who holds what in the business, including options and instruments that will become shares, reconciled to the statutory record.
The deliverable
What it is
The statutory register of members records who owns shares today. An ownership register kept for governance goes further: it shows what each holding entitles its holder to, and what will change once options vest, convertible loans convert or earn-outs complete.
It is the document every other governance question starts from. Who can call a meeting, who can block a resolution and who must consent to a sale all depend on it, and a register three months out of date gives the wrong answer to each.
One level in
What it is made of
Each element is a constituent part of the component. Follow one to see the attributes it carries.
Holdings
Each owner, the class and number of shares they hold, and the rights that class carries in votes and dividends.
4 attributes: Holder · Ultimate owner · Share class · Share of votes
LearnDilutive instruments
Options, warrants, convertible loans and other rights that will turn into shares once their conditions are met.
4 attributes: Instrument · Shares on conversion · Conditions · Expiry
LearnReconciliation
A dated check that the governance register agrees with the statutory register and with the company’s public filings.
3 attributes: Reconciled on · Result · Reconciled by
Learn
Keep the fully diluted view next to the current one. Control often shifts through instruments nobody counted as shares.
The other components in ownership
Shareholders’ agreement
The rights and obligations between owners beyond what the articles provide — consent matters, transfers, leavers and deadlock.
LearnOwners’ mandate
The owners’ expectations of the business in writing — return, horizon, boundaries and dividend policy — handed to the board as its brief.
Learn