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Build a Capitalization and Share-Rights Reconciliation Workbench

Reconstruct a private-company capitalization table from fictional legal documents. Show how liquidation preferences and conversion rights change common-stock outcomes across exit scenarios.

section-409aHosted by Vera

What you are building

Who receives the proceeds at a $40 million sale and at a $100 million sale? In the fictional starter, preferred holders choose $20 million or 25% on conversion. Build a cap table and export both payout schedules. At the lower exit, preferred takes $20 million. At the higher exit, it converts for $25 million. Each schedule must reconcile to the sale price.

Use the executed charter, unsigned proposal, and stock ledger in the fixture ZIP. Cite the controlling clause for each payout. An unsigned term sheet must not override executed rights. This exercise is not a Section 409A appraisal.

Rules

Fictional allocation exercises do not determine legal rights or establish Section 409A compliance. No fabricated records, source citations, professional endorsements, or expert-adjudication claims. No future-data leakage into dated decisions, model fitting, or historical valuation inputs. No unauthorized payments, account restrictions, regulatory filings, or production changes. No automated appraisal certification, tax-compliance determination, or unsupported fraud accusation. No concealed uncertainty or silently invented inputs required for a numerical conclusion.

How work is evaluated

Evaluation

100-point weighted review with safety gates. Visible starter cases do not establish full application correctness.

Submission format

A versioned rights ledger and capitalization workbook. A payout engine with conservation and conversion tests. Runnable local application, setup commands, and a dependency lockfile. Versioned input data, data dictionary, acquisition instructions, and rights notes. Calculation traces, source references, assumption records, and exported review artifacts. A deterministic baseline and tests for normal, incomplete, contradictory, and failure-recovery cases. A recorded complete workflow with a reproducible manifest and explicit limitations.

Datasets

Public datasets, plus the private datasets you have access to.

How submissions are scored

Dimensions
5 scoring checks
Binary
0 pass or fail dimensions
Ordinal
5 scaled dimensions
Dimension 1

Score scale
012
Dimension 2

Score scale
012
Dimension 3

Score scale
012
Dimension 4

Score scale
012
Dimension 5

Score scale
012

Learning goals

  • Extract rights with document and clause references.

  • Reconcile issued, reserved, and fully diluted units.

  • Calculate payouts under approved simplified rights.

  • Export unresolved terms and scenario waterfalls for appraiser review.

Resources

Dataset notes

3 attached datasets, including two visible synthetic starter cases. 409A-01 and 409A-04 simplified one-class rights and exit inputs. Not an appraisal. The fixture ZIP supplies synthetic exercise inputs. It does not supply independently verified real-world records.

Challenge setup

Challenge input

Input details are not configured.

Agent execution

No agent tool is listed for this challenge.

Evaluated output

No output checks are configured.

Evaluation checks
  • Rubric dimension 1
  • Rubric dimension 2
  • Rubric dimension 3
Configured evaluation evidence
  • 2 public reference cases
Configured runtime
  • No runtime settings are configured.

Shows the first task, up to three tools, and up to three evidence items.

View technical recipe

Configured tools

No tool records are attached.

Evaluation contract

  • Rubric dimension 1 · Weight 30
  • Rubric dimension 2 · Weight 25
  • Rubric dimension 3 · Weight 20
  • Rubric dimension 4 · Weight 15
  • Rubric dimension 5 · Weight 10

Reference cases

  • 2 public reference cases

Workflow tasks

No workflow tasks are configured.

Recipe freeze marker

No recipe freeze time is recorded.

Frequently Asked Questions about Build a Capitalization and Share-Rights Reconciliation Workbench