Buyer's guide · UK startups · 2026

Best cap table software for UK startups in 2026

Cap table software scored for UK-incorporated startups: Companies Act 2006 fit, EMI option support under ITEPA 2003 Sch. 5, PSC register, SEIS/EIS friendliness, Advance Subscription Agreement handling, and Companies House workflow. The UK market has its own native specialists alongside the international tools.

At a glance: Best by use case (UK startup)

Best for governance integration
Octelligence
Companies Act 2006 native, integrated PSC register, SH01/CS01 filings, EMI option support, ASA handling.
UK specialists (SEIS/EIS-first)
SeedLegals / Capdesk
Built UK-first with strong SEIS/EIS workflow. Capdesk strong on equity; SeedLegals strong on closing-the-round automation.
European-pan
Ledgy
Swiss origin, strong across UK, Germany, France, Netherlands. Solid EMI support.
Best free at very early stage
Vauban
UK-friendly free tier for syndicate-led rounds. Less depth at later stages.

UK-specific decision criteria

Companies Act 2006 alignment

UK share issuances run under Companies Act 2006: allotment authority under s. 549; pre-emption rights under s. 561 (typically disapplied by special resolution for the option pool and new investors); SH01 filing within 1 month of allotment under s. 555; share transfers under SH03 / SH06 with stamp duty (0.5% of consideration) under FA 1986; articles amendments by special resolution (75%) under s. 21. UK-built tools surface the right form and the right threshold; US-built tools force translation work.

EMI option support

EMI options under ITEPA 2003 Sch. 5 are the UK favoured tax-advantaged share option scheme. Eligibility: trading activity (excluded sectors include banking, insurance, property), gross assets under £30m, fewer than 250 full-time employees, individual limit £250k of unexercised options, total scheme limit £3m. HMRC notification within 92 days of grant via the Employment Related Securities (ERS) online service. Strong UK tools check eligibility at grant, generate the HMRC notification, and track the 92-day deadline; weak tools treat EMI as a generic option scheme.

PSC register and confirmation statement

The People with Significant Control register under Companies Act 2006 Part 21A is the UK beneficial-ownership register, maintained internally and filed with Companies House as part of the annual confirmation statement (s. 853A, due within 14 days of the review period end). PSC changes during the year are filed promptly. Tools that integrate PSC with share-register changes keep both in sync; tools that don't force parallel record-keeping.

SEIS, EIS, and Advance Subscription Agreements

The Seed Enterprise Investment Scheme (SEIS) and Enterprise Investment Scheme (EIS) offer tax relief to investors in qualifying UK-incorporated SMEs. SEIS: 50% income tax relief on up to £200k invested per year; EIS: 30% relief on up to £1m. Both require shares to be subscribed (not transferred), held for 3 years, and issued by a qualifying company. ASAs (Advance Subscription Agreements) are the SAFE-equivalent that qualify for SEIS/EIS, with a maximum issuance window (typically 6 months SEIS, 12 months EIS). Strong UK tools handle ASAs as native instruments; US tools treat them as generic SAFEs and lose the SEIS/EIS qualification at conversion.

Companies House filing rhythm

UK companies file more frequently than US or Canadian corporations: SH01 within 1 month, CS01 annually, AP01/AP02 within 14 days of director appointment, TM01 within 14 days of resignation. Tools that surface deadlines and file electronically via Companies House WebFiling save significant administrative load.

The products, scored for UK startups

Octelligence
Free / $16+/mo
For UK startups: Native Companies Act 2006 support. Integrated PSC register. SH01 allotment filing and CS01 confirmation statement reminders. EMI option support with eligibility checks at grant and HMRC ERS notification flow. ASA handling separate from SAFE for SEIS/EIS preservation. Free tier for one corporation. Pick when: you want a single platform for the cap table plus the underlying records, and the corporation is UK-incorporated.
Capdesk
~£99 to £499/mo
For UK startups: UK-built, strong on equity-management depth. Solid EMI support and PSC integration. Reasonable Companies House filing workflow. Less depth on broader corporate records (minute book, articles) than Octelligence. Pick when: you want a UK-built cap-table specialist and you maintain the wider corporate records separately.
SeedLegals
From ~£40/mo / per-deal pricing
For UK startups: UK-built; the strength is closing-the-round automation rather than ongoing cap-table maintenance. Document-driven flow: term sheet to shareholders agreement to share-allotment filing all generated from the platform. Pairs well with a dedicated cap-table tool for ongoing tracking. Pick when: you're closing a SEIS or EIS round and want the legal-doc automation; less ideal as the primary cap-table system afterwards.
Ledgy
~€100 to €500/mo
For UK startups: Swiss origin, strong across UK, Germany, France, Netherlands. Solid EMI support, multi-currency, multi-jurisdiction for European startups operating across borders. Less North American adoption. Pick when: you're a European startup (UK plus EU presence) and need multi-jurisdiction cap-table support.
Vauban
Free at very early / paid as scale
For UK startups: UK-friendly, originally syndicate-led-investing focused. Free tier for very early stage. Less depth than Capdesk or Octelligence at growth stage. Pick when: you're running syndicate-led very-early-stage rounds and want a free starting point.
Cake Equity
~$100 to $400/mo
For UK startups: Reasonable UK support via ASA and EMI features (the Australian origin includes the UK as a primary market). Less integration with Companies House than UK-built specialists. Pick when: you want employee-equity-first features and UK fit is sufficient (not deep).
Carta
~$200 to $2,000+/mo
For UK startups: US-first; UK support is shallow. No native PSC, no native ASA, no EMI eligibility check at grant. Pick when: rarely the best UK choice in 2026 unless a US-side investor strongly requires it.

Frequently asked questions

Why is the UK market different from the US for cap table software?

UK corporate law (Companies Act 2006) and tax law differ materially from the US. Shares are allotted under s. 549 with pre-emption rights under s. 561 (typically disapplied by special resolution). EMI options under ITEPA 2003 Sch. 5 are the UK favoured tax-advantaged share option scheme, with strict eligibility conditions and HMRC notification within 92 days. CSOP and unapproved options are alternatives. The People with Significant Control (PSC) register is the UK beneficial-ownership register. SEIS and EIS schemes are unique to the UK. Stamp duty applies to share transfers. None of these have direct US analogues.

What are EMI options?

Enterprise Management Incentive (EMI) options under ITEPA 2003 Sch. 5 are the UK favoured tax-advantaged share option scheme for SMEs. EMI options carry no income tax or NICs at grant or at exercise (where exercise price is at least the actual market value at grant), and any gain on sale is capital, potentially qualifying for Business Asset Disposal Relief (10% tax). Eligibility conditions: trading activity (excluded sectors include banking, insurance, property), gross assets under £30m, fewer than 250 full-time employees. The corporation must notify HMRC within 92 days of grant. EMI is widely used among UK-incorporated startups.

How does the PSC register work?

The People with Significant Control (PSC) register under Companies Act 2006 Part 21A is the UK beneficial-ownership register. Every UK company must maintain a PSC register internally and file PSC information with Companies House. PSC information is updated as part of the annual confirmation statement (s. 853A) and on any change. PSC is checked by Companies House and is publicly available. A cap-table tool that tracks PSC alongside share ownership keeps both records in sync; a tool that ignores PSC forces parallel record-keeping.

Are Advance Subscription Agreements the same as SAFEs?

Similar concept, important differences. An Advance Subscription Agreement (ASA) is the UK SEIS/EIS-friendly equivalent of a SAFE: investor pays now for shares to be issued at a future event. The key difference is that ASAs are designed to qualify for SEIS and EIS tax reliefs, which require shares to be issued within a maximum window (typically 6 months for SEIS, 12 months for EIS). SAFEs have no such time limit. A cap-table tool for UK startups should handle ASAs natively, not just SAFEs.

What about Companies House filings?

UK companies file with Companies House: SH01 within 1 month of share allotment, SH03 / SH06 for share transfers (with stamp duty), AR01 / CS01 confirmation statement annually, IN01 at incorporation, AP01 / AP02 for director appointments, TM01 for resignations. The cadence is more frequent than US or Canadian filings. Strong UK cap-table tools surface the right filing at the right time; weak tools treat all filings as a manual exercise.

For UK-incorporated startups
Companies Act 2006, EMI, PSC, ASAs — in one platform.

Octelligence handles UK corporate-law specifics natively, with PSC integrated to the share register and EMI eligibility checked at grant.