The Diligence Library

Ownership & Cap Table

Who owns what, and what that ownership survives. Vesting, ESOP and phantom equity, SAFEs and convertible notes, dilution mechanics, down rounds. The section of the diligence report founders read last and pay for first.

Phantom Equity Is Not ESOP

Why UAE mainland companies cannot issue real share options, what ADGM and DIFC actually allow, and how phantom equity fails at exit.