Hire an AI convertible note conversion reviewer

Everything it can hand back

Your task sets the actual outputs. The specialist picks the methods that cover them.

• The interest accrued and the converting balance
• The cap price, the discounted round price, the lower one chosen and the shares it gives
• How many more shares that is than at the plain round price, and which price was binding
• A pool top-up check, only when a pool change affects the cap price
• What changed since the last review, a record for the next one, MISSING lines and any checks that could not run

How it does the job well

• Reconcile to source documents, such as bank statements, ledgers and invoices, before reporting.
• Show the calculation, inputs and period for every figure.
• Label actuals, estimates and forecasts clearly.
• Send tax, legal and regulatory questions to a qualified professional.

Mistakes it avoids

• Mixing cash and accrual figures, or different periods, in one comparison.
• Rounding or formula errors that do not tie back to totals.
• Giving personal investment advice.

What a good result looks like

An example, not your task: The date the note converts moves, so interest runs for a different number of days.

• Changed since last review. Each input that moved, with its old and new value and its source date. On a first run it sets the baseline.
• outputs/step-1-convertible-note-interest-checker.md. The simple interest accrued, the converting balance with currency and scale, and unrounded shares at the approved price.
• outputs/step-2-cap-and-discount-conversion-checker.md. The cap price, the discounted round price, the lower one chosen, the shares it gives, the extra shares against round pricing, and the binding branch.
• Option pool top-up check. The added reserve and total shares after the top-up, with dilution of existing holders. Only appears when a pool change affects the cap.
• Record for the next review. Note version, funded principal source, interest dates, day count, price approvals, balance converted and rounding status, saved to a state file or printed for you.
• MISSING lines and CHECKS MISSED. Every gap and the line it stops, then the checks that failed or could not run, or the word none.

How the work is checked

• Interest is simple, uses the note's own year fraction and covers only the dates the note allows. Principal times rate times year fraction equals the interest shown.
• Only interest the note lets convert is added to the converting balance.
• The lower-of clause is quoted from the note. The cap price comes from an approved figure, never from a guessed valuation or share count.
• The selected price is the lower of the cap price and the discounted round price, and shares equal the converting balance divided by that price.
• States which checks passed, failed or could not run, and names missing inputs.

These checks have not been run against a model yet. Your AI uses them to check its own work.

Capabilities

• Compares with the last review. Reads the saved record if it belongs to this note, or sets a first baseline. It compares the note version, the funded principal, the dates, the year fraction, the price approvals and the rounding status. If nothing changed and no review is due, it says so and stops.
• Works out the interest. Runs the Convertible note interest checker step. It confirms the note uses simple interest, then adds principal x annual rate x year fraction to the principal. This gives the converting balance. It keeps share rounding open until the agreement is checked.
• Compares cap and discount. Runs the Cap and discount conversion checker step. It confirms the lower-of clause, works out the round price less the discount, picks the lower of that and the approved cap price, divides the balance by it and compares with round-price shares.
• Checks a pool change only when it matters. If a new option reserve changes the share count behind the cap price, it runs the Option pool top-up checker and asks for the independently approved cap price before going on. Otherwise it skips this step and says so. It will not solve the SAFE interactions from a reserve example.
• Checks and saves. Tests the result against the acceptance rules, retries the affected calculation at most twice, then writes the dated files, which steps ran or were skipped, and the new record. It never replaces an accepted baseline with an unapproved scenario.

How the role works

1. Checks your task, context and available tools.
2. Picks the methods needed and prepares a work plan.
3. Carries out supported tasks, with each method's limits and review gates.
4. Checks the real deliverables and corrects supported faults.
5. Hands back files, evidence and unresolved gaps.

Your specialist's working setup

Download the base specialist without a task form or account. README.md and SETUP.md explain how to use the folder. SOUL.md defines its scope. INTAKE.md asks missing questions inside your AI. PLAYBOOK.md, SKILLS.md, BEST_PRACTICES.md, CHECKS.md and HANDOFF.md guide the work and its checked deliverables.

Complete associated skills, supporting files and licences are included. Choose only the methods needed for the actual task. Keep context, working files and accepted feedback in your AI project.

Use this specialist through MCP or the API

Call prepare_specialist with role_id note-conversion-revision-assistant only. No task is required to load it. Your AI asks what job you need done, what you want back and which relevant context it can use.

For task-led hiring, call find_specialist, explain the suggested specialists and let the user accept or change the team.

Complete ZIP: Download base specialist. API: GET /api/v1/specialists/note-conversion-revision-assistant/pack. The host AI supplies its own model, tools and execution; a pack does not connect accounts or run a task.

Inputs and helpful context

The specialist starts from the task brief. Only active methods require their inputs.

For the primary method, when used

• The signed note with the principal, the funding dates, the interest rate and the interest rule (from your signed note)
• The year fraction the note uses and the cut-off date for interest (from the note and your closing timetable)
• The cap price, the discount and the clause that says lower-of (from the note)
• The round price per share (from the term sheet)
• The share rounding rule (optional, from the note)
• The share count before an option pool top-up and the pool target (optional, only if a pool change is reported)
• The last review's record and the changed source files, with dates (optional, needed to show what changed)

Helpful context (optional)

• The term sheet for the round, with the round price.
• A cap table that shows the share count before the round.
• A named person who approves the cap price and will check the clauses against the result.

Tools and access

• A spreadsheet engine and file-capable AI: Builds a workbook with inputs and formulas you can click into, and saves the record file for next time. In plain chat it returns the same tables as text.
• Your signed note and any amendments: The interest rule, year fraction, cap and discount are contract terms. Quote them from the page, not from memory.
• A spreadsheet engine and file-capable AI: Builds a workbook with inputs, formulas and checks you can click into. In plain chat it returns the same tables as text and says no workbook was made.
• The signed note and term sheet: They hold the exact wording on interest, cap and discount. A summary can drop a clause.
• Claude, ChatGPT or Gemini: It does the arithmetic and shows each line, so you can check it against your cap table.
• A spreadsheet app and an AI that can make files: Builds, recalculates and reopens the workbook version of the calculation.
• Node.js 20 or later (optional): Runs the small calculator in the pack on your own share counts.

Functions and deliverables

• Convertible note conversion reviewer: Review changed note terms, accrued interest and conversion prices. Get a sourced balance-to-shares bridge and unresolved price questions.
  • The interest accrued and the converting balance
  • The cap price, the discounted round price, the lower one chosen and the shares it gives
  • How many more shares that is than at the plain round price, and which price was binding
  • A pool top-up check, only when a pool change affects the cap price
  • What changed since the last review, a record for the next one, MISSING lines and any checks that could not run
• Convertible note conversion checker: Calculate the amount a note can convert, compare its cap and discount prices, and check the resulting share count.
  • Accrued simple interest, with each funding date shown
  • The balance that converts, with principal and interest apart
  • Shares at the cap price, at the discounted round price and at the round price
  • The price that applies, and how many more shares it gives than the round price
  • Share rounding left open for the agreement to decide
  • Missing facts, and checks that could not run
• Employee option pool top-up calculator: Share share counts and the agreed pool target. Check extra reserved shares and dilution before new funding.
  • The number of reserve shares to add, never below zero
  • The new pool size and the new fully diluted total
  • A proof that the new pool equals the target percent of the new total
  • How much each existing holder's percentage falls, before any investor shares
  • A list of every input marked MISSING and every check that could not run
  • A workbook version of the same lines, if your AI can make files
• Convertible note price checker: Share the signed lower-of terms, cap price, round price, discount and balance. Get the lower price and shares issued.
  • Selected price, conversion shares and extra shares versus round pricing.
  • An editable workbook of the note conversion price, with its inputs, formulas and test cases to rerun (only if you ask for one).
  • A tie-out of the converting balance and the shares issued, the inputs still missing and the checks that ran.
• me.md builder: Answer a few questions, or let your AI use what it remembers. Get one private file that tells any AI who you are.
  • One me.md file with up to ten dated sections
  • A list of facts taken from memory, for you to check
  • A short note of what it removed for privacy
  • The two next steps, to save it and set it up

Tasks you can use it for

• The date the note converts moves, so interest runs for a different number of days.
• You and the investor agree whether interest converts into shares or is paid in cash.
• The round price or the discount changes before the round closes.
• A new option pool is added before the round, and it may change the cap price.

Limits to check before starting

• You hold a SAFE, not a note. Use the SAFE ownership and share-pool reviewer.
• Your note charges compound interest, or sets its price a different way. This checks simple interest and a lower-of cap and discount only, and it stops if the note says otherwise.
• You want a lawyer's or accountant's sign-off on the note terms and the share figures. This gives working figures only. Have your lawyer or accountant check them before anyone relies on them.
• You want legal advice on what the note means. It reads the clauses you give it and lists what it cannot confirm. Ask your lawyer.
• You want the share count once and no record kept. Run the Convertible note conversion checker workflow on its own.

Best way to use this role

Give it one clear outcome, the actual files and a definition of done. Keep the work in one AI project so it can reuse checked context and earlier files.

• Add this agent to Claude, ChatGPT or Gemini, with the two pieces it uses. They are the Check a convertible note conversion workflow and the Option pool top-up checker skill. If either piece is missing, the agent stops and asks you for it. An AI that reads files works best. In plain chat it still works, but it cannot save files.
• Say if this is the first run. If not, paste last time's record. Then attach the signed note, the term sheet and anything that changed.
• Tell it the cut-off date and the year fraction the note uses. Check that the interest it shows matches your own sum of principal x rate x year fraction.
• Check that the lower-of clause really appears in the note. If it does not, the comparison should stop and say so. Check the share count is shown unrounded until the rounding rule is confirmed.
• If a new option pool changes the cap price, get the updated cap price approved first and give it to the AI. Then run it again.

Read it as data

Read the complete role setup as JSON. Connect your AI to the AI Blocks MCP library and read aiblocks://roles/note-conversion-revision-assistant for its role instructions and pinned sources.

This is a prepared AI role. No task has run. Your AI carries out authorized work using its available tools and reports the actual deliverables and checks.