Octelligence vs. Clerky: legal docs vs. corporate records.
Clerky is the gold standard for startup legal documents, incorporation, fundraising, hiring papers, all attorney-reviewed and lawyer-tested. Octelligence is a different thing: a structured corporate-records system that maintains the minute book, share register, and cap table as the corporation evolves. This page explains the difference and when each is the right tool.
Attorney-reviewed templates for incorporation, fundraising, hiring. Generates the documents.
Structured minute book, share register, cap table that holds the documents and tracks the corporation over time.
Clerky for the legal artifacts. Octelligence for the corporate record those artifacts live in.
Different categories of tool entirely.
Clerky and Octelligence aren't competitors in the strict sense, they sit at different points in the corporate workflow. Clerky's job is to generate high-quality legal documents: incorporation paperwork, SAFEs, convertible notes, option agreements, founder agreements, employee NDAs. Documents are reviewed by an editorial board of 21 attorneys with over 400 combined years of experience. The result is documents that hold up.
Octelligence's job is to maintain the corporate record those documents live in. Where Clerky generates the SAFE, Octelligence tracks it as an outstanding instrument on the cap table with its cap, discount, and conversion mechanics. Where Clerky generates the board consent authorizing an option grant, Octelligence files the consent in the minute book, tracks the grant on the cap table, manages the vesting schedule, and reminds the optionee of the 83(b) deadline.
Many of our customers use both. Clerky for the documents. Octelligence for the record.
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Clerky generates the SAFE; Octelligence tracks it
Clerky's SAFE template is excellent. Once signed, the SAFE becomes an outstanding instrument on your cap table, its cap, discount, and conversion at the next priced round are Octelligence's job.
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Clerky generates the option grant; Octelligence manages it
Clerky generates the option agreement and the board consent. Octelligence tracks the grant on the cap table, manages vesting, handles 83(b) deadlines, and reflects the grant in fully-diluted ownership.
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Clerky generates founder stock docs; Octelligence files them
Clerky generates founder stock issuance documents and 83(b) elections. Octelligence files them in the minute book with appropriate cross-references to the share register.
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Clerky doesn't maintain a minute book
Documents Clerky generates land in your email inbox or a folder you maintain. Maintaining the ongoing minute book, adding new consents, tracking share transfers, reconciling to the cap table, is not what Clerky does.
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Octelligence doesn't generate Clerky's documents
Octelligence has document wizards for common resolutions and templates, but for sophisticated transactional documents (SAFEs, employment offers, complex consents), Clerky's depth is superior.
When to use which
The honest framing: they're not alternatives in most cases. They're complementary.
- Incorporating a Delaware C-corp. Use Clerky for the incorporation documents (they're better than what most other services produce). Set up Octelligence on day one to hold the minute book.
- Raising via SAFEs. Use Clerky to draft the SAFE documents. Track outstanding SAFEs in Octelligence; convert them at the priced round in Octelligence.
- Hiring employees with equity. Use Clerky for the offer letter, NDA, and option grant documents. Track the grant, vesting, and exercise in Octelligence's cap table.
- Holding board meetings. Use Clerky for sophisticated consents. Use Octelligence's wizards for routine consents. File both in Octelligence's minute book.
- Closing a priced round. Clerky generates the round documents (purchase agreement, certificate of designations, etc.). Octelligence converts the SAFEs, issues the new preferred, updates the cap table, and stores the documents.
- Ongoing diligence readiness. Octelligence's structured record exports as a diligence package. Clerky's documents are inputs; Octelligence's record is the output.
Clerky stops at the document. Octelligence holds the record.
If you've used Clerky, you've experienced its strength: the documents are exact, attorney-reviewed, and produce no second-guessing from later counsel. For early-stage US startups, this matters enormously, bad founder agreements and bad SAFEs are the kind of mistake that's expensive to fix later.
But generating a document is not the same as maintaining a record. After Clerky produces a signed SAFE, you have a PDF. The corporation now has an outstanding SAFE that will convert at the next priced round, dilute existing holders by some amount, and need to be tracked on the cap table. Where does that tracking live? In most cases, a spreadsheet, which is where the math goes wrong.
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What a document is
A signed PDF. A specific point-in-time artifact. Clerky's strength.
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What a record is
A continuously-maintained set of documents in structured relationships. The minute book and share register. Octelligence's strength.
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What gets lost in between
The tracking layer. Outstanding SAFEs, vesting schedules, share register entries, certificate numbers, the metadata that ties documents into a coherent record.
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Why most startups have a gap
Clerky generates the document. The shared drive holds it. There's nothing in between that knows what the document means for the corporation's ongoing state.
The right pairing for most early-stage US startups.
For most early-stage US startups, the optimal pairing is Clerky + Octelligence. Use Clerky to generate documents that involve nuanced legal drafting (founder agreements, SAFEs, option grants, employment letters, complex consents). Use Octelligence to maintain the corporate record those documents live in.
The integration is mostly manual but lightweight: Clerky generates a signed document, you upload it to Octelligence's minute book in the right category, Octelligence tracks any cap-table implications (new SAFE, new option grant, share transfer). The corporation's record stays clean, the legal artifacts are high-quality, and you don't have to choose between document quality and record discipline.
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Incorporation (Clerky)
Use Clerky for the full incorporation package. Files in Delaware. Stock issued to founders with 83(b) elections.
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Day 1 in Octelligence
Import Clerky documents. Set up share classes. Free tier for one corporation.
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Pre-seed (Clerky + Octelligence)
Clerky drafts the SAFE documents. Octelligence tracks the outstanding SAFEs with cap and discount.
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First hire with equity (Clerky + Octelligence)
Clerky drafts the offer letter, option grant, and board consent. Octelligence tracks the grant, vesting, and 83(b) deadline.
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Series A (Clerky + Octelligence)
Clerky drafts the round documents. Octelligence converts SAFEs, issues new preferred, updates the cap table, exports the diligence package.
Clerky and Octelligence side-by-side
Different categories of tool, comparison helps clarify which is which.
Use them together if you can
For most early-stage US startups, the Clerky + Octelligence pairing is the cleanest setup.
Incorporate via Clerky. Set up Octelligence on day one. Use Clerky for nuanced documents going forward; use Octelligence for the record.
Clerky if you're paying lawyers to generate documents you could template. Octelligence if you have decent documents but no structured record.
Your lawyer probably drafts documents. Use Octelligence to maintain the record those documents create. Clerky may be unnecessary if you have direct counsel.
Octelligence's free tier handles ongoing records cheaply. Use Clerky's pay-per-document model for the legal docs you actually need.
Clerky is Delaware-centric. If you're Canadian, UK, or other, Octelligence handles ongoing records for any of these; you'll source documents from local counsel rather than Clerky.
You have a corporate lawyer drafting documents. The bigger question is whether your minute book is current. Octelligence is the missing layer.
Common questions
Free tier for one corporation. Imports your Clerky documents. Maintains the record going forward.