Use Cases
Co-founders, pre-funding
Two or more founders, no outside capital yet. Founder equity, four-year vesting, 83(b) elections, a clean cap table for whoever comes next.
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Two or more natural-person founders splitting equity, no investors yet. Vesting matters even without funding — the day someone walks, you want their unvested shares to come back to the company automatically. The cap table you build here is the one every future investor will inherit; do it right once.
Create
Bring the entity into existence — formation, founder equity, EIN, registered agent.
The standard founder Delaware C-Corp shape. Multi-founder split, 4-year monthly vesting with a 1-year cliff, 83(b) elections filed within 30 days, governance docs generated. The natural-person incorporator_founder_index signs the Certificate of Incorporation directly — a real founder signature on the founding document, not an agent.
POST /v1/workflows/form_companyTwo-founder Delaware C-Corp, 80/20 or 50/50 split, 4-year monthly vest with 1-year cliff. EIN, 83(b), governance docs, registered agent — one cascade.
POST /v1/signing_envelopesSolo can lean on agent signing; co-founders need real human signatures on every governance event from day one. Set up the signing envelope template now so every later board consent and stockholder vote routes through it cleanly.
POST /v1/entities/{id}/bank_accountsBoth founders are signers. Matter exports the Certificate of Good Standing, EIN, and authorizing resolution that names you both — the bundle Mercury, Brex, and Chase accept as-is.
Manage
Operate the live entity — equity programs, board cadence, compliance, qualifications.
Pre-funding management is light but disciplined. Run an annual board consent so the corporate record stays honest. File compliance every quarter. If a co-founder leaves before the cliff, the share repurchase happens automatically.
POST /v1/entities/{id}/resolutionsFounders re-elect themselves as directors. Approve prior-year actions. Sets the board cadence pattern you'll keep using as you scale.
POST /v1/workflows/file_all_dueQuarterly sweep. Delaware franchise tax, federal annual report, BOI updates, foreign qualifications if you operate in additional states.
POST /v1/workflows/handle_cofounder_departureHopefully you never run this. If you do — pre-cliff or post-cliff — Matter sequences the share repurchase, separation agreement, and cap-table update atomically.
Exit
Wind the entity down — dissolution cascade or M&A envelope.
Three branches. You raise (which moves you to a different persona — the wizard reroutes you), you sell, or you dissolve. Pre-funding wind-downs are the cleanest of any funded scenario — no investor preferences, no waterfall, no 280G analysis.
Closing your first SAFE moves you to co-founders, seeded. Closing a priced round moves you to funded team. The walkthrough rewires when you do.
POST /v1/entities/{id}/convertiblesPost-money SAFE template, valuation cap, discount, MFN, optional pro rata side letter. Matter generates, routes for signature, and registers the convertible against the cap table.
A buyer wants the IP and contracts. Same shape as the solo path — bill of sale, allocation under §1060, then a dissolution cascade. The cap-table preference waterfall is trivial because there are no investors.
POST /v1/corporate_transactionsLOI → diligence → definitive → closing. Matter runs the envelope and handles the asset schedule.
POST /v1/entities/{id}/dissolveForm 966, final franchise tax, Certificate of Dissolution, BOI closure.
Wind down the shell directly. Founders split any remaining cash pro-rata to their shareholding.
POST /v1/entities/{id}/dissolveSame cascade — Form 966, final franchise tax, Certificate of Dissolution, BOI closure. The cap-table cancellation runs atomically as part of the dissolution.