Events and decisions: the model
How events group decisions, how decisions produce transactions, and the one rule that follows — if a position is wrong, a transaction is wrong.
Overview
Event → Decision → Transaction. Three levels, and every other lesson in this course is one decision type sitting inside that structure.
An event groups related legal content — a moment in the company's life. Its constitution, an initial closing, a wave. It has a label and a date range derived from what it contains.
A decision sits inside an event and groups transactions of one type. Think of it as a corporate act: this issuance, that transfer.
A transaction sits inside a decision — one movement of securities between parties, or one creation of them.
What you'll learn
The three levels and what each represents
Why there are three rather than two
The four decision types you can create, and the fifth that exists
Why nothing here is fixed once made
The rule that follows for the whole course
Why three levels rather than two
Because a single moment in a company's life usually involves more than one kind of act.
A wave might issue new preferred shares to the sponsor and transfer ordinary shares from a reserve to incoming participants. Those are two different corporate acts, with different legal content, happening at the same moment, evidenced by different documents.
One event, two decisions, many transactions. The structure exists because that is the shape of the reality.
The decision types
Decision | What it does |
|---|---|
Securities Issuance | Create and allocate new shares or other securities |
Securities Transfer | Record a change in share ownership between parties |
Stock Split | More shares, lower par value, same capital |
Reverse Stock Split | Fewer shares, higher par value, same capital |
A fifth exists — an Incorporation Decision, the company's constitution. It is not offered on the create screen because you never create it: it is created for you when the company is created (A3.1), so every company starts with an incorporation event already on its timeline, waiting to be completed (A6.2).
Nothing here is fixed once made
Both creation screens say so outright, and they are worth taking at their word. An event's content can be updated later — decisions and documents added or removed. A decision can be moved to another event, and its attached documentation updated.
And the transactions inside a decision can be corrected.
That flexibility is deliberate. Decisions arrive in bulk — from closing a subscription, and from importing an existing LBO's legal files — and bulk creation can be wrong. The structure has to be correctable.
Where the cap table fits
It does not sit in this hierarchy. It is derived from it: every transaction, inside every decision, inside every event, summed. Change a transaction and the cap table rebuilds automatically.
Which gives you the rule for the whole course:
If a position is wrong, a transaction is wrong — and you fix it in the decision it came from.
Two ways decisions come into existence
You create them, recording a company's history — whether that history predates the platform or happened alongside it. That is what the rest of this course covers.
The platform creates them, when a subscription process closes or when an existing LBO is imported from its legal files.
But that distinction is smaller than it sounds, and it is worth being precise. Even when you create a decision yourself, you do not type its transactions in. You upload the legal documents and the platform extracts the transactions from them — the same document-analysis mechanism, driven by hand rather than in bulk.
So the honest model is that all transactions are derived from documents by analysis, whether that analysis runs as part of a subscription process, a global import, or a decision you created. The job is always the same: supply the documents, then check what was extracted.
Where the documents are not to hand, transactions can still be added to a decision by hand. Analysis is the intended route rather than the only one — a movement you can evidence but cannot produce a file for still belongs in the record.
Related
A5.6 — Reconciling and correcting the record · the correction mechanism in full
A5.1 — Reading the cap table · the derived position
A6.2 — Incorporation · the first entry in every company's history
A3.1 — Three ways to create a company · where the incorporation event comes from
