Carta started as a cap table platform for startups: tracking who owns what shares, options, and SAFEs, on what terms, plus 409A valuations. Today it is two companies in one. The first still maintains ownership registers for approximately 35% of U.S. venture-backed startups—around 40,000 companies. The second, fund administration and SPV services, is growing faster: about 9,000 funds and SPVs with over $220 billion under administration. Carta sits on both sides of the deal—in the company's cap table and in the fund that invests in it.
From eShares to Industry Standard
The company was founded in 2012 under the name eShares: Henry Ward and Manu Kumar digitized paper stock certificates, replacing them and Excel spreadsheets with a single online registry. As the service added 409A valuations, option issuance, and compliance features, eShares rebranded as Carta in November 2017. At the same time, the company registered with the SEC as a transfer agent—gaining the right to maintain the official register of securities holders and issue them electronically.
What followed was a typical venture cycle. At the 2021 peak, a Series G round led by Silver Lake valued Carta at $7.4 billion; by 2024–2025, the secondary market valuation had dropped to approximately $3.3–3.5 billion, and the company went through several rounds of layoffs. The business itself remains substantial by revenue (around $370 million in 2023), and the cap table product has become the de facto industry standard.
What Carta Actually Does
The core product is the cap table: a unified register of who owns shares, options, SAFEs, and convertible notes, with a complete history of all rounds and dilution. Attached to this are 409A valuations (required to legally set option strike prices for employees), equity plan administration, and electronic share issuance under transfer agent status.
The value, beneath all the technical wrapping, is simple: a clean and current cap table is the first thing checked during due diligence before a funding round or sale. When the ownership table lives in email and scattered files, every transaction becomes archaeology; when it's in one place and reconciled, closing a round accelerates by weeks. This pain point is what made Carta the standard.
Fund Administration and SPVs
The second half of the business serves not companies but those who invest in them—funds, syndicates, and SPVs. Carta handles the routine: capital calls, investor reporting and tax forms (K-1s in the U.S.), NAV calculations, KYC/AML, and compliance. For family capital and club deals, this eliminates the need to maintain a separate administrator for each small SPV.
International reach came with the acquisition of London-based Vauban in 2022. On the combined platform, a fund or SPV can be structured from the U.S., UK, BVI, and Luxembourg. Which wrapper to choose—a Delaware LP, Cayman fund, or Luxembourg SIF/RAIF—is determined by investor composition, taxes, and strategy. Vauban itself had launched over 400 structures and channeled more than $1 billion through them by the time of the acquisition.
⚙️ Carta sits on both sides of the deal: it maintains the company's cap table and administers the fund that invests in it. Operationally this is convenient, and simultaneously concentrates extremely sensitive data about who owns what with a single provider.
The 2024 Scandal—Essential Context
In January 2024, Linear founder Karri Saarinen publicly described how a Carta representative reached out to an angel investor in his company with a "firm bid to buy" at a specific price—even though neither the investor nor Linear itself had authorized a sale, and this person's investment was not publicly disclosed. Essentially, confidential cap table data was used to populate order flow for Carta's own secondary marketplace, CartaX. Carta attributed this to a "rogue employee," but Saarinen reported that similar messages had been received by about seven investors and around ten companies. Within days, the company announced it was exiting secondary transactions "for the sake of trust": CartaX was shut down, and in August 2024 the brokerage business Liquidity was acquired by Public. For scale—the marketplace generated about $3 million annually, less than 1% of revenue.
Lesson for Families
This yields a practical principle for families and family offices: look not only at the convenience of a service, but also at who ultimately holds the most sensitive ownership data and what adjacent commercial interests they have. A provider that simultaneously maintains the register and trades shares is by definition in a conflict—even when acting in good faith. The same questions should be asked about beneficial ownership in general, especially where the register and control over the structure end up in the same hands.
How to Choose Ownership Infrastructure
Carta is not the only option. For syndicates and small SPVs there are AngelList and Sydecar, and for specific jurisdictions—local administrators and lawyers. The choice comes down to several things: whether recordkeeping and trading are separated, how transparently data management is structured, in which jurisdiction the wrapper itself is located, and how easy it is to exit the service while taking your data with you.
For family capital, there's an additional question of architecture: the portfolio company's cap table, the fund administrator, and the holding structure above it all are different layers, and keeping them with one vendor is not mandatory. Sometimes it makes more sense to separate recordkeeping and custody across different hands, so that the complete ownership picture is assembled by no one except the family itself.
💡 A minimum reliability benchmark is SEC transfer agent status: the provider is legally required to maintain the official register of securities holders with all attendant responsibilities. This does not eliminate conflicts of interest by itself, but it works as a basic filter.
🍓 Carta is the undisputed leader: startup cap tables plus fund administration and SPVs, with offshore reach. And simultaneously—a textbook case of the "recordkeeping system versus marketplace" conflict: after the 2024 scandal, the company exited secondary transactions. The takeaway is universal: choose the custodian of your ownership data as carefully as you choose your jurisdiction.
Key factual claims
- Carta started as a cap table platform for startups: tracking who owns what shares, options, and SAFEs, on what terms, plus 409A valuations.
- The company was founded in 2012 under the name eShares: Henry Ward and Manu Kumar digitized paper stock certificates, replacing them and Excel spreadsheets with a single online registry.
- International reach came with the acquisition of London-based Vauban in 2022.