> ## Documentation Index
> Fetch the complete documentation index at: https://docs.gocenti.com/llms.txt
> Use this file to discover all available pages before exploring further.

# Securities: Shares, Options, and Convertibles in Centi

> Create and manage security types in Centi. Supports ordinary shares, preference shares, warrants, and convertibles linked to your portfolio companies.

A security in Centi represents an asset class — such as ordinary shares, preference shares, warrants, or convertible loans — that is issued to shareholders through programs, transactions, and offers. Securities sit at the foundation of the cap table: every transaction records movements in a specific security, every offer proposes units of a security, and every program groups one or more securities together to define what participants are being offered. When you configure a security, you capture the legal and financial characteristics of that instrument once, and those characteristics apply consistently across every offer and transaction that references it.

Securities belong to a portfolio company and are accessed from the company's page. All securities under a company share a single currency.

***

## Supported security types

Centi supports four security types you can create and edit directly in the Fund Portal:

<Accordion title="Ordinary Share">
  The standard common equity class. Use this for ordinary shares, sweet equity shares, growth shares, and any other share class without preference terms.
</Accordion>

<Accordion title="Preference Share">
  A share class with preference economics — typically including an interest rate, yield start date, compound frequency, and day count convention. Preference shares can optionally track another share security for valuation purposes.
</Accordion>

<Accordion title="Warrant / Option">
  A warrant (sometimes called a subscription option) that entitles the holder to subscribe for shares in the underlying security at a fixed strike price. Warrants must reference an **underlying security** — the share class that the warrant converts into. Centi uses the converting ratio to calculate the share-equivalent count for pool and fully diluted calculations.
</Accordion>

<Accordion title="Standard Convertible">
  A convertible loan instrument that can be converted into a share security on a trigger event. Like warrants, a standard convertible must reference an **underlying security** — the share class it converts into — and optionally specifies a strike price. Convertibles can also carry preference economics (interest rate, yield, and compound settings).

  **Required fields**: Name, Currency, Underlying security **Optional fields**: Base value, Interest rate (%), Yield start date, Compound frequency, Day count convention, Compound day and month, Strike price, Exercise start date, Exercise end date, Votes, Provisions, Seniority, Programs
</Accordion>

<Note>
  Some specialised security types (such as hurdle shares and tracking shares) are not currently editable through the Fund Portal UI. If you need to create or update one of these types, contact [operations@gocenti.com](mailto:operations@gocenti.com).
</Note>

***

## Create a security

<Steps>
  <Step title="Navigate to the company">
    In the Fund Portal sidebar, go to **Companies** and open the portfolio company for which you want to add a security.
  </Step>

  <Step title="Open the securities panel">
    On the company page, select the **Securities** tab or find the relevant section depending on your organisation's layout.
  </Step>

  <Step title="Choose a security type">
    Click **Add new security** and select the sub-type: **Ordinary Share**, **Preference Share**, **Warrant**, or **Standard Convertible**.
  </Step>

  <Step title="Enter the required details">
    At minimum, provide a **Name** (display name) and a **Currency**. All securities under the same company share the same currency — if other securities already exist, the currency field is locked to match them.

    For **Warrants** and **Standard Convertibles**, also select an **Underlying security** from the list of existing share securities in the company.
  </Step>

  <Step title="Configure optional fields">
    Fill in any additional fields appropriate to the security type. See the expandable sections above for the full field list per type.
  </Step>

  <Step title="Set the distribution priority (seniority)">
    In the **Distribution priority** section, drag and drop the new security relative to existing securities to set its seniority. Securities with a lower seniority number receive distributions first. This setting affects waterfall calculations in exit scenarios.
  </Step>

  <Step title="Optionally link to programs">
    In the **Programs** section, select any programs you want to associate the security with. You can also manage this link later from the program page.
  </Step>

  <Step title="Save the security">
    Click **Add security**. The new security appears in the company's securities list and is immediately available for use in programs, offers, and transactions.
  </Step>
</Steps>

***

## Edit a security

To update a security's name, financial parameters, linked programs, or seniority:

<Steps>
  <Step title="Open the security">
    Navigate to the company and locate the security in the securities list.
  </Step>

  <Step title="Open the Edit dialog">
    Click the edit icon or select **Edit** from the actions menu next to the security.
  </Step>

  <Step title="Update the fields">
    All fields available at creation can be updated, with the same validation rules. Currency is always locked to the company's existing currency.
  </Step>

  <Step title="Save changes">
    Click **Save**. All programs, offers, and cap table data that reference this security automatically reflect the updated metadata.
  </Step>
</Steps>

<Note>
  If you open a specialised security type (such as a hurdle share or tracking share), the Edit dialog will display a message that editing is not yet supported for that type. All four standard types — Ordinary Share, Preference Share, Warrant, and Standard Convertible — are fully editable.
</Note>

***

## Security events

After a security is created and has active holders, it can be subject to corporate actions that change the units, ownership, or structure of the security. These events are registered on the Company page by clicking Company transaction button

| Event                | What it means                                                                                                                                                                                                                                                                                                 |
| -------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- |
| **Split**            | Multiplies all outstanding units by a ratio (e.g. 2:3 increases every holder's units by 50%). Pool ceilings and reserved allocations are automatically adjusted by the same ratio.                                                                                                                            |
| **Reclassification** | Converts units of one security class into units of another — for example, when preference shares convert to ordinary shares on an exit event.                                                                                                                                                                 |
| **Redemption**       | A company buyback or repayment of a security. Redeemed units are removed from the active cap table. For absolute pool ceilings, the ceiling is unchanged by redemptions (a governance decision); for percentage-based pools, the ceiling recalculates automatically based on the updated fully diluted count. |
| **Withdrawal**       | Removes units from the cap table without a corresponding payment, typically used for corrections or forfeitures. Behaviorally identical to a redemption for pool ceiling purposes.                                                                                                                            |

***

## How securities appear in programs and cap tables

Once a security is linked to a program, it becomes selectable when creating offers and registering transactions within that program. The program page displays security type badges for each linked security directly in the programs list.

On the cap table, each security appears as its own column. Holdings are broken down by shareholder and security class, with fully diluted calculations incorporating:

* **Outstanding shares** — all active share blocks for the security
* **Option dilution** — active warrant blocks multiplied by the security's converting ratio
* **Convertible dilution** — active convertible blocks valued against the latest company valuation divided by the strike price

This means that when you create a Warrant or Standard Convertible and link it to an underlying share security, that instrument automatically flows into the fully diluted share count for the underlying class — affecting pool percentage calculations, cap table ownership percentages, and any exit waterfall modelling.

<Note>
  Pool ceilings can only be set against **Share**-type securities (Ordinary Share or Preference Share). Warrants and convertibles are dilution sources that contribute to the fully diluted denominator, but are never the pool target themselves. When a warrant or convertible is granted from a program with a pool, its share-equivalent consumption is counted via the converting ratio against the underlying share class ceiling.
</Note>
