Fundraising Data-Room Checklist for Tech, Fintech & Digital Asset Startups

Pre-Seed through Series B

Preparing a well-structured fundraising data room is essential for startup founders. It streamlines investor due diligence and signals that you are organized and ready to scale. Fractional CFOs often guide this process , ensuring companies have investor-ready financial models, solid records, and key metrics in place to withstand scrutiny. As your startup progresses from Pre-Seed to Series B, the scope and depth of documents in the data room will expand. Early-stage rounds focus on core basics (incorporation docs, a simple model, team background), whereas later rounds demand comprehensive financials (even audits), detailed metrics, and robust compliance documentation. This checklist breaks down, stage by stage (Pre-Seed, Seed, Series A, Series B), the key data-room items to prepare for investor due diligence. We’ve organized it by sections , Financials, Legal, Product & Tech, Team, Traction & Metrics, and Compliance , and noted which documents are essential vs. nice-to-have at each stage.

(Note: “Fintech” and “Crypto/Web3” startups should pay special attention to compliance and token-related items, as highlighted. All documents should be well-organized, up-to-date, and shared securely in read-only format.)

Pre-Seed Stage

At the Pre-Seed stage, your startup is nascent , perhaps just a founding team with an idea or prototype. The data room can be lean, focusing on establishing your business’s legitimacy and potential. Investors primarily want to verify the basics: that you have formed a proper company, crafted a plausible plan, and assembled a capable team. Essential documents at this stage center on formation and vision, while more elaborate materials (detailed financials or advanced metrics) are generally nice-to-have if available.

Financials (Pre-Seed)

(Essential) Basic Financial Model , A simple projection of how you plan to spend funds and grow the business. This can be a high-level 12,24 month budget/forecast outlining expected expenses (e.g. hiring, product development) and anticipated revenue (if any). The model should tie to your pitch use-of-funds and demonstrate a grasp of your burn rate and runway (even if pre-revenue). It doesn’t need to be complex at this stage, but investors will appreciate a clear plan for the capital.
(Essential) Initial Capitalization & Use of Funds , A summary of the capital you’ve raised or invested so far (often just founder savings or a small friends/family round) and how it has been used. Include a cap table showing founder equity and any early investors or SAFE notes. Even if the cap table only lists founders, have it ready. This assures investors of a clean ownership structure.
(Nice-to-have) Financial Statements (if applicable) , If you’ve incurred expenses or earned any revenue pre-seed, provide basic financial statements or records. For example, a simple income statement or expense report since inception and a current cash balance. At pre-seed, formal financial statements aren’t expected, but transparency about any money spent (prototype costs, etc.) can build trust. Audits are not expected at this stage.

Legal (Pre-Seed)

(Essential) Incorporation Documents , Proof your company exists as a legal entity. Provide your Articles of Incorporation/Certificate of Incorporation, and any foundational documents like company bylaws or operating agreement. For U.S. startups, investors expect a Delaware C-Corp (common for venture funding) , include the state registration and Tax ID (EIN) confirmation if available. Also include a shareholder or stock ledger showing founder equity issuance.
(Essential) Founder Agreements & IP Assignment , Any agreements among founders, such as a Founders’ Agreement or vesting terms, to show clarity on equity splits and commitment. If you have created any intellectual property (code, designs) prior to incorporation, ensure IP assignment agreements are in place assigning those rights to the company. Investors want to know the startup owns its IP outright.
(Essential) Cap Table (Pre-Money) , As part of legal docs, include a fully diluted cap table listing all equity holders (likely just founders and maybe any early SAFE or note holders). Even at pre-seed, this is crucial for investors to verify ownership and incentives (founders should still own the majority). If you issued any SAFE or convertible notes, list the terms and how they’ll convert.
(Nice-to-have) Advisory or Contractor Agreements , If you have advisors or contractors involved (common at pre-seed for help with product or strategy), include copies of any agreements, especially if equity grants are promised. This provides transparency on any future dilution and confirms those parties have IP obligations to the company (e.g. they’ve agreed to keep IP with the company).
(Nice-to-have) NDAs or Templates , Not critical, but you can include a template of your Non-Disclosure Agreement or any standard contracts you plan to use (e.g. a draft customer pilot agreement). This is more for completeness; investors at pre-seed may not review NDAs, but having basic legal templates signals preparedness.

Product & Tech (Pre-Seed)

(Essential) Product Overview & Roadmap , A document or section in your deck describing what you are building. At pre-seed, this may be a product concept note or MVP plan. If you’re a Web3/crypto startup, this includes a White Paper or Lite Paper outlining your concept, token ideas, or protocol design. Show any product roadmap you have: key milestones for development and launch over the next 1-2 years, aligning with your financial model.
(Nice-to-have) Prototype, Demo or Screenshots , If you have a prototype or MVP, include a product demo video or screenshots of the current build. Investors rarely get a deep product demo in early meetings, so a visual in the data room helps them understand the user experience. If nothing is built yet, even wireframes or mockups of the idea (and user flow diagrams) can be shared to communicate your vision.
(Nice-to-have) Technical Architecture (on request) , Typically, detailed technical docs (like system architecture diagrams or API docs) are not needed at pre-seed, to avoid overloading or revealing too much to potential competitors. However, be prepared to discuss how you’ll build the product. You might note key technology choices (programming language, blockchain platform, etc.) and any unique technical IP in development. If a particular investor wants to dive deeper technically, you can share more under NDA later.
(Fintech/Crypto considerations): If you are a fintech startup dealing with financial transactions, note any technical integrations or compliance features planned (e.g. “Integrating with Plaid for banking data” or “smart contract on Ethereum for payments”). If a crypto startup, highlight any early smart contract code developed or planned audits. For example, a blockchain venture might include a link to a public code repository or mention a scheduled security audit for its contracts (actual audit reports at this stage are optional but impressive if available).

Team (Pre-Seed)

(Essential) Founder Bios , Provide a one-page team overview with brief bios of each founder (and key team member, if you have a small team already). Emphasize relevant experience, domain expertise, and roles. At pre-seed, investors are often “betting on the team,” so showcase why this team can execute the idea. Include LinkedIn profiles or resumes if appropriate. This section establishes credibility and gives context on skills (e.g. technical founder, industry background, etc.).
(Essential) Management & Equity Structure , Clarify the management structure: who is CEO, CTO, etc., and how decisions are made (likely informal at this stage). Ensure this aligns with legal docs (founder titles in bylaws, etc.). If you have advisor roles or an advisory board, list those individuals and their backgrounds (even if part-time) , it shows you have additional expertise on board. Also note if any key hires are planned soon (e.g. “looking to hire a lead engineer post-funding”).
(Nice-to-have) Team Incentives & Culture , Investors want to see that the team is motivated and plans to stick around. You can mention that founders are on vesting schedules (as per legal docs) or have committed full-time. If you’ve set aside an employee stock option pool (ESOP) for future hires, mention the percentage (this may also be in the cap table). While you likely won’t have formal HR policies at pre-seed, any evidence of a positive team culture or work process (even a photo of the team working together or a blurb on values) can humanize your story.

Traction & Metrics (Pre-Seed)

(Essential) Milestones & Early Validation , Even if you have no revenue or product yet, show any signs of validation. This could include early user interest (e.g. size of a waitlist or beta sign-ups), results from customer interviews, or a problem/solution validation study you conducted. For instance, “500 users signed up for our beta waitlist” or “10 companies expressed interest via LOIs (Letters of Intent)” are strong signals at pre-seed. If you have a prototype or pilot program, share any qualitative feedback or pilot results. These help demonstrate product-market fit in lieu of hard numbers.
(Nice-to-have) Key Performance Indicators (KPIs) , It’s early for robust metrics, but identify what you plan to measure going forward (e.g. user acquisition cost, engagement, etc.). If you’ve started tracking any KPI in a small way, share it. For example, “30% of users who signed up have engaged with our prototype weekly.” Customer testimonials or references are golden at this stage. If a design partner or early adopter can vouch for your solution, include a short testimonial or be ready to connect investors with them.
(Nice-to-have) Market Traction & Press , If you have any press coverage (even a local news article or a blog review about your idea) or if you won an award/competition (startup pitch events, accelerators), include a clipping or list of highlights. It’s another form of validation. Similarly, mention if you’re part of a well-known accelerator or incubator program , those often come with some vetting and can reassure investors of your startup’s potential.
(Crypto-specific) Community and Token Plans , For Web3 startups, traction might also be measured in community engagement. Note the size of your community (e.g. “2,000 members in our Telegram group”) and early contributors if any. If a token is part of your roadmap (even if it’s not launched yet), highlight any initial tokenomics considerations: e.g. “Planning a utility token to incentivize users , whitepaper draft outlines a 1 billion token supply with 20% for community rewards.” Actual on-chain metrics will come later, but showing a clear token strategy now is important for crypto investors.

Compliance (Pre-Seed)

(Essential) Regulatory Foundations , At pre-seed, formal compliance documents may be minimal, but you should demonstrate awareness of any regulatory requirements in your industry. For example, if you’re a fintech startup, be ready to discuss how you’ll handle licensing or compliance (even if you haven’t implemented anything yet). You might include a short note on “Regulatory Strategy,” e.g. “We plan to register as a Money Services Business (MSB) with FinCEN and use a compliance API for KYC when we launch.” This isn’t a full plan, but it shows you know compliance is on the roadmap.
(Nice-to-have) Basic Policies or Drafts , If relevant, you can include any draft policies that show forethought. For instance, a Privacy Policy draft if your product will collect user data, or a one-page outline of KYC/AML procedures if you’ll need to onboard users under financial regulations. These are optional at pre-seed , the key is simply to avoid any investor concern that you’re ignoring regulatory or legal obligations.
(Fintech/Crypto considerations): Fintech founders should note key regulations (PCI DSS for payments, lending laws, etc.) and possibly budget for compliance in their financial model. Crypto founders should address how they’ll ensure their token or platform complies with laws (e.g. mentioning if you will restrict U.S. investors or have engaged legal counsel for token compliance). At this stage, you likely won’t have licenses or legal opinions yet, but stating that you’re working with advisors or law firms on these matters can bolster investor confidence.

Pre-Seed Summary: Keep it simple and focus on the foundational documents that prove you have a real company, a committed team, and a credible plan. Essential items are your incorporation papers, a basic financial gameplan, and anything that lends credibility (team bios, early interest from users). Nice-to-have extras (prototypes, testimonials, draft policies) can help but aren’t deal-breakers. The goal is to show you’ve done your homework and de-risked the earliest assumptions. As one guide says, transparency impresses investors more than perfection, so compile what you have in a clear, honest manner.

Seed Stage

By the Seed stage, your startup has hopefully progressed: you might have a launched MVP or prototype, some user traction, or at least significant development momentum. Investors in a Seed round will dig a bit deeper , they want evidence that the business is taking off (or on the verge of it). The data room should now include more developed financials, a comprehensive set of legal documents (especially if you’ve raised pre-seed funds via SAFEs/notes), and initial operational metrics demonstrating traction. You’ll still include everything from the pre-seed list (updated as needed), but now augment with additional depth. Below are the key Seed-stage data room components, with essential must-haves and nice-to-have enhancements.

Financials (Seed)

(Essential) Detailed Financial Model & Projections , By Seed, you should have a more robust financial model projecting 2,3 years forward. This model will be used to justify the amount you’re raising and show how you plan to reach key milestones (e.g. product launch, revenue growth) before needing a Series A. It should include monthly or quarterly projections for revenue (if any), expenses, headcount growth, and cash burn. Be ready to share the underlying assumptions (pricing, customer growth rate, etc.). A fractional CFO or template can help ensure the model is realistic and includes standard startup metrics (CAC, runway, etc.). Investors will use these projections to assess your startup’s growth potential and cash needs.
(Essential) Historical Financial Statements , Provide your Income Statement (P&L), Balance Sheet, and Cash Flow (if available) for all periods since inception. At seed stage, this might only be the last 6,12 months, but it’s important to show how you’ve managed money so far. Break out major expense categories (R&D, marketing, G&A) and any revenue streams in the P&L. The statements can be unaudited, but ensure they are accurate and up-to-date (investors may spot-check figures or ask for bank statements to verify cash on hand). Burn rate and runway should be clear from these statements , consider adding a cover sheet summarizing monthly burn and months of cash remaining at your current spend.
(Essential) Current Budget & Use of Funds Plan , Show a budget or operating plan for the next 12,18 months (covering how the Seed round money will be spent). This bridges your historical finances and the forecast. It should detail planned hires, marketing spend, product development costs, etc., and tie to the amount of capital sought. A well-structured budget signals that you will use investor funds efficiently.
(Nice-to-have) Financial KPIs & Unit Economics , If your startup has started generating revenue or user activity, include a one-pager or spreadsheet of key financial metrics. For example: Customer Acquisition Cost (CAC), Lifetime Value (LTV), Gross Margins, Monthly Recurring Revenue (MRR), etc., as applicable. At seed, these metrics might be based on small samples (or pilots), so clearly label what’s actual vs. projected. If you’re pre-revenue, you may instead highlight unit economics assumptions (e.g. “expected LTV:CAC ratio > 3:1 based on pilot data”). Including metrics, even preliminary, shows you’re measuring what matters.
(Nice-to-have) Financial Controls & Bookkeeping Info , While formal audits are not expected at Seed, showing that your finances are well-managed can build confidence. Mention if you have a bookkeeper or CFO advisor maintaining your books, and note the accounting method (cash vs accrual). If you have tax filings (e.g. filed an initial corporate tax return) or any government grants/credits, you can list those. These details are optional but signal professionalism.

Legal (Seed)

(Essential) Updated Incorporation & Governance Docs , All company formation documents from pre-seed should be included and updated for any changes. This means Articles of Incorporation (with any amendments filed since), current Bylaws, and your Certificate of Good Standing if available. If you’ve formed any subsidiaries or parent entities (less common at Seed, but sometimes done for IP or international reasons), include documentation for those as well. Investors want to confirm the corporate structure is clean.
(Essential) Cap Table (with Seed round scenario) , Provide a current cap table reflecting the company’s ownership on a fully diluted basis. This should include founders, all early investors (SAFEs, notes, equity), the option pool, and the new equity being offered in the Seed round (if it’s a priced round). Clearly indicate shares, percentages, and any convertible instruments’ conversion assumptions. A well-organized cap table (often managed in a tool like Carta) is crucial , a messy or unclear cap table is a red flag.
(Essential) Previous Investment Agreements , If you raised a pre-seed or had SAFE or Convertible Note agreements, include those contracts in the data room. Investors will review these to understand any future dilution or preferences coming with those notes. Similarly, if the Seed round is priced (equity round), you might not have final investment docs yet (that comes after due diligence), but if there are any term sheets signed or draft terms, those could be shared with serious investors under NDA. Essentially, disclose any obligations or preferences already in place.
(Essential) Employment and Contractor Agreements , By seed stage, you may have a few employees beyond the founders. Include a template of your Employee Offer Letter or Employment Contract, especially clauses about confidentiality and IP assignment (investors want to ensure all IP created by employees is owned by the company). If you have co-founders or early team members on standard vesting schedules, include those terms or agreements. Also include any consultant or advisor contracts if those individuals are critical (with equity promised, etc.). This shows the team is properly tied to the company with legal agreements.
(Essential) Material Business Contracts , Share any significant contracts or MOUs you have, such as: pilot customer agreements, letters of intent from potential customers, partnership agreements, or supplier agreements that are key to your operations. For example, a fintech startup might have a partnership with a bank or payment processor , include that contract if it’s a cornerstone of your service. Any contract that involves >$10k,$25k obligations or is strategically important should be in the data room. If you have recurring revenue, include copies of a few customer contracts or subscriptions to show terms and that customers have signed on.
(Nice-to-have) Intellectual Property Documents , If you have filed any patents or trademarks by this stage, include copies or at least the filing receipts. Tech startups should show they’re protecting core innovations. If you haven’t filed yet but plan to, consider adding a note on the IP strategy (e.g. “planning to file a provisional patent on our algorithm next quarter”). Also include a list of domain names or other key assets owned. At minimum, confirm that all code/assets created so far are owned by the company (via those IP assignments mentioned earlier).
(Nice-to-have) Board Materials & Minutes , If you have a formal board of directors or even just informal advisor meetings, you might include any board meeting minutes or written consents to date (if they exist). Many seed-stage startups have a board consisting of founders and maybe one investor or advisor. Having a couple of board meeting minutes on record (even simple ones noting approval of stock option grants, etc.) can demonstrate good governance. This is optional, but if a major decision was made (like authorizing an option pool or a note financing), including the resolution for it is prudent.
(Fintech/Crypto considerations): If your business is in a regulated domain, include any regulatory correspondence or licenses obtained so far. For example, a fintech might include its FinCEN MSB registration letter or state lending license if obtained. A crypto startup might include a legal memo on how its token is to be treated (if already available at seed). These legal documents greatly help investors assess regulatory risk. Additionally, any token-related agreements (like a SAFT , Simple Agreement for Future Tokens) should be included if you raised money via token presale or if investors might receive tokens in the future.

Product & Tech (Seed)

(Essential) Product Demo and Roadmap , By seed stage, you should have either an MVP launched or a very close-to-launch product. Include a demo video, live demo link, or screenshots of your product in action. If possible, let investors experience the product (many startups provide demo accounts or a sandbox login separately , you can mention that’s available on request). Update your Product Roadmap to reflect accomplishments since pre-seed and upcoming development sprints. The roadmap should align with your fundraising ask (e.g. “Seed funds will enable us to build X features and reach Y users by next year”).
(Essential) Technology Architecture & Scalability , Provide a high-level view of your tech stack and architecture. A one-page system architecture diagram can illustrate how your system works (front-end, back-end, integrations, etc.). Emphasize scalability and security: for example, note if you’re built on AWS or another cloud (implying you can scale on demand) or if you use microservices, etc. If your startup is fintech handling transactions, describe the infrastructure for reliability (e.g. “built on a scalable cloud DB, processing payment transactions via Stripe integration”). If crypto, describe the blockchain components (layer1 or layer2, smart contract usage, custody of keys, etc.). Keep it understandable for a semi-technical audience.
(Nice-to-have) QA, Testing, and Security , Investors appreciate when startups have taken quality and security seriously early on. If you have quality assurance (QA) test results, user testing reports, or any security audit results, include a summary. For example, “Independent consultant performed a security review of our app , no critical vulnerabilities found” plus a brief report. If none formal, at least outline how you are addressing security (e.g. “using encryption for user data, following industry best practices”). Fintechs dealing with payments should mention compliance with PCI DSS in tech design (or using PCI-compliant providers) as part of security.
(Nice-to-have) API Documentation , If your product offers an API or integrates with others, including API docs can be useful. This is more relevant if developers or partners are a user of your product. At seed, it’s optional, but if your value proposition involves a developer platform or tech integration, having polished API docs in the data room shows technical maturity.
(Crypto-specific) Token Technology & Audits , For Web3 startups, by the end of Seed you might be close to launching a token or already testing it. Include any token smart contract code (e.g. link to a GitHub repo) and definitely share if you’ve done a smart contract audit or code review. For example, if a firm like Certik or Trail of Bits audited your contracts, include the audit report , this is a strong confidence booster for investors in crypto. Additionally, outline the tokenomics from a technical perspective: total supply, distribution mechanisms, vesting smart contracts for team/investors, etc. Legal Tech: If you have built or are using tech solutions for compliance (like on-chain KYC or AML monitoring tools), mention those here as part of your tech stack, since it’s a value-add in regulated sectors.

Team (Seed)

(Essential) Team & Org Chart , By Seed, you may have grown beyond the founding team. Include an organizational chart or simple diagram showing current team structure. Highlight key hires made (e.g. lead engineer, marketing head) and any critical roles you plan to fill with the new funding. Each key team member should have a bio emphasizing their experience and role. If someone brings domain expertise (say a compliance officer in a fintech, or a cryptography PhD in a crypto startup), make sure that’s noted , it shows you have the right talent for tough aspects of the business.
(Essential) Advisors and Board , List any advisors, mentors, or board members formally involved. For each, provide a sentence on their background (“Former CTO of X” or “Professor of blockchain at Y”) to reinforce credibility. Seed investors take comfort if experienced industry figures are advising you. Also specify the board structure if formalized , e.g. “Currently 3 board members: 2 founders and 1 independent advisor.” Typically, a seed-stage board is still small; being transparent about governance sets the stage for adding a VC board member in Series A.
(Nice-to-have) Team Growth & Culture , Investors may ask about your hiring plans and how you will attract talent. In the data room, you can include a short section or slide on Team Growth Plan: how many people you plan to hire in key functions (engineering, sales, etc.) with the seed funds. This ties into use-of-funds. Additionally, any evidence of a strong team culture or low turnover is a plus , for example, mentioning that all early employees are equity holders and passionate about the mission. You might attach an Employee Handbook or summary of company values if you’ve created one (rare but impressive at seed). However, don’t overload , this is nice-to-have context more than a diligence requirement.
(Nice-to-have) Employee Equity Plan , Since you likely established or expanded an Employee Stock Option Plan (ESOP) at seed, include details: the size of the option pool (e.g. “10% reserved for employees”), how much is granted vs. remaining. Show that early employees have equity and vesting schedules. Investors want to ensure the team is incentivized. If you have a spreadsheet of options granted, that can be part of the cap table or appended here. It’s another signal of good HR practices and alignment.

Traction & Metrics (Seed)

(Essential) User/Customer Growth Metrics , Seed investors expect to see some traction metrics that validate product-market fit. Include data on user growth: e.g. number of sign-ups, active users per month (MAU), growth rate month-over-month. Graphs or charts are effective here. If you’re B2B, show number of paying customers or at least pilots. Any revenue should be clearly stated (e.g. MRR/ARR for SaaS, or total sales for e-commerce). If pre-revenue but with user engagement, focus on active user counts and engagement frequency. Show a timeline of growth since launch , even if modest, the trend and momentum matter.
(Essential) Engagement and Retention , Provide metrics on user engagement (how often users use the product, session length, etc.) and retention (cohort retention over weeks or months) if you have them. For example, “Day-30 retention is 25% for our beta users” or “Weekly active users are 50% of monthly actives, indicating frequent usage.” If you’re SaaS, include churn rate (if you have enough data to calculate it) and any signs of repeat usage or revenue. Investors at seed want to see that users who try the product stick around, or if not, that you’re learning and improving. Any cohort analysis (even simple charts of retention by signup month) can be very insightful.
(Essential) Unit Economics & Sales Metrics , If you have started spending on customer acquisition or have a sales process, share unit economics like CAC (Cost to Acquire a Customer) and LTV (Lifetime Value) , even if preliminary. For instance, “Our trial Facebook campaign yielded a CAC of $50 per customer, with an average revenue per customer of $200 over 6 months.” If you’re B2B with a pipeline, provide a sales pipeline report: number of leads, conversion rates, and sales cycle length. Additionally, show CAC payback period (how quickly revenue from a customer pays back their acquisition cost) if applicable. These metrics demonstrate an initial grasp on scalability and efficiency.
(Nice-to-have) Customer Feedback and Case Studies , Include qualitative traction where possible. For example, a short case study or testimonial from a happy customer can complement the numbers. If you have notable customers or pilot partners (especially brand-name logos), list them and describe the use case. Even letters of intent (LOIs) or trial agreements can be referenced. At seed, having a handful of passionate users or a pipeline of committed customers is often as important as raw numbers. If you can, also provide a way for investors to talk to a reference customer (with permission) , though this might be arranged outside the data room, simply noting “Customer references available on request” is good.
(Nice-to-have) Market and Competition Data , While not exactly “traction,” it’s useful to include any market research or competitive analysis that supports your traction. For instance, include a slide or doc with your TAM/SAM market size and how your current traction positions you to capture it. If you have internal dashboards or KPI reports you use to run the business, you could share a sanitized version to show how you track progress. Just ensure consistency: the story your metrics tell should match your pitch deck’s narrative.
(Fintech/Crypto special metrics): For fintech startups, traction might include financial volumes: e.g. “processed \$5M in transaction volume to date,” loan book size (if a lender) along with default rates, or assets under management (if relevant). Highlight compliance metrics too, like “100% of users KYC-verified” which shows operational maturity in a fintech. For crypto/Web3 startups, traction can be measured by on-chain metrics: number of wallet addresses using your dApp, total value locked (TVL) if it’s DeFi, or token community growth. If a testnet is live, provide stats from it (transactions per day, nodes running, etc.). Also, mention any exchange or listing milestones if your token (or asset) is traded (though at seed it’s likely pre-token launch). These sector-specific metrics give investors a clearer picture of adoption beyond traditional user counts.

Compliance (Seed)

(Essential) Regulatory Compliance Plan , By the seed round, if you’re operating in a regulated space (fintech, crypto, healthcare, etc.), investors will expect to see concrete steps toward compliance. Provide a brief Compliance Plan or Overview document. For fintech, outline which licenses or approvals you will need (and any you’ve obtained). For example, “We have registered with FinCEN as an MSB and will seek state licenses in 3 states by next year,” or “Partnering with a licensed bank to handle custody of funds.” For crypto, detail how you are ensuring your token or platform complies with securities laws (e.g. using SAFTs for token investors, planning KYC for token sales). Mention any legal counsel or consultants on board for compliance , this reassures investors that experts are handling it.
(Essential) Basic Compliance Documentation , Include any foundational compliance documents you have created. For instance:
Privacy Policy & Terms of Service for your product (especially if you have a live product with users). This shows you’re cognizant of user data regulations.
KYC/AML Policy (Draft) if you will onboard customers under AML laws (common for fintech/crypto). Even a draft or outline of how you verify customers and monitor for fraud is valuable. It ties back to building trust in your operations.
Security Policy or IT security guidelines if you handle sensitive data. This might cover password policies, data encryption, etc., illustrating that user data is safeguarded.
GDPR/CCPA compliance note if you have or plan to have users in jurisdictions with privacy laws, describing how you’ll handle consent and data requests.

These documents, even if basic, demonstrate proactiveness in compliance. – (Nice-to-have) Third-Party Compliance Services , If you are using or plan to use third-party services for compliance, you can include evidence or certificates. For example, if you use a payment processor who is PCI-DSS compliant, include that fact. Or if you’re using a vendor for ID verification (KYC), mention the provider and that they are regulated. Fintech investors will feel more comfortable knowing you’re leveraging proven solutions for things like AML, rather than building from scratch. Similarly, crypto startups might note use of blockchain analytics tools for compliance monitoring (e.g. Chainalysis for tracking illicit funds). – (Nice-to-have) Legal Opinions & Risk Factors , If you’ve obtained any legal opinion letters (for example, an attorney’s opinion that your token is a utility token and not a security, or that your business model doesn’t trigger certain licenses), include those. They carry weight in due diligence. Additionally, some startups prepare a brief “Risk Factors” document enumerating key risks (regulatory, technical, etc.) and how they mitigate them. While not common at seed, providing such an analysis can showcase transparency and foresight. It’s similar to what would appear in an offering memo or later-stage prospectus. – (Fintech/Crypto considerations): By seed, a fintech startup might be expected to have at least initiated important compliance processes. For instance, if dealing with payments, being PCI DSS compliant (or using a PCI-compliant partner) is crucial , mention where you stand on that. If storing or transferring money, note how you handle segregation of funds or regulatory capital (as required by law). Crypto startups should ideally have a token legal framework by now; if you haven’t issued a token yet, mention plans for token distribution compliance (e.g. only to accredited investors via a Reg D offering). Also, highlight any AML mechanisms you’ve implemented for crypto transactions (investors will be conscious of not inadvertently enabling illicit finance). Having a clear answer on these points is often essential for specialized investors in these sectors.

Seed Summary: The seed data room should give investors a 360° view of your early business. You’re proving that the concept is working (with actual users or revenue), that you’ve built the necessary foundations (financial records, legal structure, basic compliance), and that their investment will turbocharge an already-moving engine. Essentials include a step up in financial rigor (clear statements and a credible model), legal organization (cap table, contracts, IP), and evidence of traction (user stats, revenue, or strong engagement). Nice-to-haves like early security audits, customer case studies, or draft compliance policies can further reduce investor concerns and set you apart as a well-prepared founder. By being thorough yet concise, you make it easy for investors to say “yes” with confidence in due diligence.

Series A Stage

Series A is often the first “institutional” round led by venture capital, and due diligence becomes more rigorous. By this stage, your startup should have a track record of growth , solid user/customer traction, revenue streams (for most businesses, except some deep-tech or network-growth models), and a growing team. Investors will expect a fully fleshed-out data room that stands up to detailed scrutiny. Many startups engage a fractional CFO by Series A to professionalize their finances and ensure all documents are in order for VC due diligence. You’ll need to include all items from earlier stages (updated), with additional depth and granularity. Key areas of focus at Series A are comprehensive financial records and forecasts, proof of market traction and scalability, and evidence that you have addressed any legal/compliance hurdles that come with growth. Below is the Series A checklist:

Financials (Series A)

(Essential) Complete Financial Statements (GAAP or IFRS) , Series A investors will comb through your finances. Provide historical financial statements for the past 2-3 years or each year/quarter since founding. By Series A, your financials should ideally be prepared on an accrual basis and follow standard accounting principles (if not formally audited, they should at least be reviewed by a CPA or produced with professional oversight). Include year-to-date financials and comparisons to prior periods. Specifically, share:
Profit & Loss Statements , yearly and quarterly, with breakdown of revenue streams and expense categories.
Balance Sheet , showing assets (cash, receivables, etc.) and liabilities (payables, any debt).
Cash Flow Statement , showing cash inflows/outflows from operations, investing, financing.

Ensure these are up-to-date to the most recent quarter. Investors will verify metrics like gross margin, burn rate, and revenue growth from these statements. Any anomalies (big jumps or drops) should be explainable in notes. – (Essential) Financial Forecast Model (Multi-Scenario) , Your Series A financial model should be robust and dynamic. It will typically project 3,5 years ahead, demonstrating how the Series A capital will be deployed and when you might reach profitability or significant scale. Include multiple scenarios or a built-in sensitivity analysis (e.g. base case, optimistic, conservative). The model should integrate detailed assumptions (hiring plan, customer growth rates, pricing changes, etc.) and output key results (annual recurring revenue, EBITDA if applicable, cash runway). Investors might run their own scenarios on your model, so clarity is key. Also highlight unit economics at scale (do margins improve over time? does LTV/CAC increase?), as Series A investors look for signs of scalability with efficient economics. – (Essential) Metrics Dashboard and Cohort Analysis , By Series A, you should have a handle on your KPIs. Provide a dashboard of current traction metrics that matter for your business model. For example: – Revenue Metrics: MRR/ARR, revenue growth rate (e.g. MoM or YoY growth), average revenue per user (ARPU) if relevant. – Customer Metrics: Number of paying customers, user growth charts, active users (DAU/MAU), engagement time. – Retention & Churn: Cohort retention analysis (e.g. 6-month cohorts graph showing retention improving or stable), churn rate for subscription businesses (monthly churn, or annual logo and revenue retention for B2B SaaS), possibly net revenue retention if you have expansions/up-sells. – Unit Economics: CAC, LTV, gross margin, LTV:CAC ratio, and payback period on CAC. Show how these have trended over time (e.g. CAC may be rising or falling, explain why).

Presenting these metrics in clear tables or charts helps investors quickly grasp the health of your business. Series A VCs in particular will zero-in on retention and unit economics to ensure you aren’t just growing by burning cash unsustainably. – (Essential) Budget vs. Actual Reports , If you’ve been operating with an internal budget (from your seed round plan), include a budget vs. actuals comparison for past quarters. This shows how well you met your targets and managed resources. It’s fine if there were variances; provide commentary on major deviations (e.g. “hired two months later than expected, so spent less on salaries in Q2”). This report signals maturity in financial planning and accountability. – (Nice-to-have) Audit or Financial Review , While not universally required at Series A, having a financial audit or review by a reputable firm can significantly boost credibility. If you have audited financial statements for the last year, include them (with the auditor’s report). If not, even a review letter or compiled statements from a CPA firm is helpful. VCs often ask: Do we need audited financials for Series A? , the answer is usually no, but providing them proactively is a green flag. It also prepares you for Series B, where audits become more expected. Additionally, if you have a recent 409A valuation (for stock option pricing), include that report; it gives insight into your fair market valuation and is part of financial diligence. – (Nice-to-have) Key Financial Analyses , Series A due diligence might include deeper dives. Be prepared (and include if ready) analyses like: – Revenue segmentation: breakdown of revenue by product line, customer type, or geography, if applicable. – Customer cohort profitability: showing which cohorts of customers become profitable over time (e.g. a graph of cumulative LTV vs CAC by cohort). – Cost analysis: detailed COGS breakdown if you have a product with direct costs, or unit economics per transaction. – Capitalization analysis: how the Series A investment and potential future raises will dilute ownership (often part of your model’s cap table).

These don’t all need to be separate documents; they can be tabs in your financial model or slides in a metrics pack. The idea is to demonstrate a command of your financial drivers and to leave few questions unanswered for the investor’s finance team.

Legal (Series A)

(Essential) Corporate Charter and Shareholder Agreements , At Series A, new investors will become shareholders, so they will review your Amended and Restated Certificate of Incorporation (which will be further amended in the Series A to create new preferred shares). Include the current charter/articles and be ready to update this once the round closes. Also include any existing Shareholders’ Agreement or Investors’ Rights Agreement from the seed round (if you had a priced seed) , these set terms like rights of first refusal, voting rights, etc. that Series A investors will inherit or negotiate against.
(Essential) Board and Governance Documents , Provide a list of your current Board of Directors and board observers. Include copies of Board meeting minutes for significant meetings (especially any that approved major decisions like creating an option pool, taking on debt, or authorizing this Series A raise). Consistent board minutes signal good governance. Also include your Bylaws (if not already) and any Board committee charters (unlikely at A, but if you have an Audit or Advisory board, mention it). Investors may also ask for director and officer (D&O) insurance details at close, but not usually needed in the data room , just be aware if you have a policy yet.
(Essential) Stock Option Plan and Equity Grants , Series A investors will want to confirm the status of your ESOP (Employee Stock Option Plan). Include the ESOP plan document and the current option pool available/ungranted. Also provide a cap table detail that lists all option holders (anonymous ID is fine) with number of options and strike price. This shows how much of the company is allocated to employees and how much remains for future hires. Any Restricted Stock Awards or other equity grants (to founders or advisors) should be documented. Essentially, account for 100% of the equity: who owns common, who has options/SAFEs, etc., and under what terms.
(Essential) Material Contracts and Licenses , By Series A, the volume of contracts increases. Organize a Contracts folder with all significant agreements:
Customer contracts: especially any large enterprise deals or long-term contracts. If you have dozens/hundreds of customer contracts (SaaS subscriptions, etc.), you can provide a template of the standard contract and perhaps a summary of top 10 contracts by revenue. But any contract comprising a large share of revenue or that is with a marquee customer, include a copy.
Partnerships/Channel agreements: e.g. distribution partners, API integration partners, reseller agreements, etc., that are key to growth.
Supplier/Vendor contracts: particularly for anything mission-critical or costly (cloud services commitments, manufacturing/supply agreements if hardware, etc.). Leases for office space or equipment should be here too.
Licenses and Permits: if your company requires regulatory licenses (fintech, healthcare, etc.), include the license documents or certificates. For example, a payments startup might include its money transmitter licenses or no-action letters from regulators.
Outstanding Debt or Liabilities: If you have a venture debt loan, convertible notes still open, or significant liabilities, include those agreements. Series A investors will verify any debt covenants or liens on assets.

Create a simple contract list summary in a spreadsheet, summarizing each contract’s parties, date, term, and significance. This helps the investor navigate the contract folder. – (Essential) Litigation and Risk Disclosures , Proactively disclose any legal disputes or threats. If the company is (or has been) involved in any litigation, regulatory inquiry, or IP dispute, include a brief description of the issue and relevant documents (complaints, letters). Hiding such issues is extremely dangerous , due diligence will likely uncover them anyway. Even minor past disputes that are resolved can be noted. If no such issues exist (which is ideal), you may include a one-liner in the data room: “No material litigation or outstanding legal disputes as of this date.” That in itself builds trust. – (Nice-to-have) Employee Matters , As the team grows, investors may inquire into HR-related legal docs. Consider including: – Employee Handbook or Policies: If you have an established handbook covering HR policies, code of conduct, etc., it shows a level of organizational maturity. – Key Employee Agreements: beyond standard offers, any Non-compete or Non-solicitation agreements key team members have signed (if applicable in your jurisdiction), or executive contracts for any C-level hires made. – Consultant IP Agreements: ensure all external developers or consultants have signed IP assignment. You could include a blanket statement or copies of such agreements. – Equity Grant paperwork: random sample of a stock option grant notice that employees receive (to show you follow formal processes).

These details might not be reviewed in depth unless the VC has specific concerns, but having them available demonstrates thoroughness. – (Nice-to-have) Data/Privacy Compliance Docs , Include copies of your GDPR compliance documents or privacy impact assessments if you’ve done them (likely if you have EU customers, you might have a GDPR policy and perhaps appointed a Data Protection Officer). Also any terms of service or user agreements for your product (current version). While often public on your website, putting them in the data room ensures investors see you have them and can review terms (for example, how you handle user data, liability limitations, etc.). – (Fintech/Crypto considerations): Legal documentation for these sectors is heavier: – Fintech: By Series A, you should include any regulatory approvals, exemptions, or audits. For instance, if you’re a lending startup and underwent a state exam or independent compliance audit, include the report or outcome. If you secured a bank partnership agreement (common for fintechs to piggyback on a chartered bank), include that contract. Show that you have legal counsel in banking/finance , perhaps include a memo or letter from counsel summarizing your compliance status. – Crypto: Legal structure can be complex (you might have a C-Corp plus a Foundation or an offshore entity for token issuance). Include an outline of your legal entity structure and roles (e.g. “Delaware C-Corp owns IP and runs platform; Cayman Foundation will issue token”). Provide any token-related legal documents: token purchase agreements, SAFTs, or token warrants given to early investors. Also include the token legal opinion from your lawyers if obtained by now (strongly recommended by Series A if a token launch is imminent). If you’ve filed any patents related to your blockchain tech, those go in IP. And if facing any regulatory inquiries (SEC, etc.), disclose them with context.

Product & Tech (Series A)

(Essential) Scalability & Roadmap Evidence , By Series A, you need to convince investors that your product not only works but can scale to a much larger user/customer base. Include an updated Product Roadmap showing major features/releases planned for the next 12-18 months (aligned with achieving Series B-worthy milestones). Emphasize how these plans drive user growth or revenue. For scalability, include documentation or discussion of how your infrastructure will handle growth: e.g. system architecture is cloud-based and auto-scaling, or you have a plan to refactor certain components at X user count. If you have done load testing or have metrics like current system capacity (e.g. “currently supports 1,000 concurrent users with <1s response time”), mention those.
(Essential) Technology Differentiators , Provide any documents that highlight your core technology IP or differentiation. For instance, a brief technical whitepaper or presentation on your proprietary algorithm, AI model, or blockchain protocol. This doesn’t mean giving away secrets, but enough detail to show sophistication. Pair this with your Intellectual Property filings from the legal section (patents, etc.). If you haven’t filed patents but have patentable tech, mention the strategy (some startups intentionally avoid patents to keep trade secrets , if so, articulate that rationale).
(Essential) Security and Reliability Documentation , Series A companies should demonstrate a serious approach to security and uptime, especially if serving enterprise customers or handling sensitive data. Include:
Security Audits or Penetration Test Reports: If you engaged a security firm to do a pen-test or code audit, include the executive summary of the results (fixes implemented). For crypto, any smart contract audits are critical , these should definitely be in the data room by now if a token or on-chain component is live.
Compliance Certifications: If you have obtained any relevant certifications (e.g. SOC 2 Type I/II for SaaS security, ISO 27001, or PCI DSS compliance attestation for fintech), include those certificates/reports. These are gold stars showing you meet industry security standards.
Uptime/Status Pages: You can include a link or report from your uptime monitoring (if you have a 99.9% uptime over the last 6 months, share that). Any SLA (Service Level Agreement) commitments you have with customers should be backed by evidence you’re meeting them.
Disaster Recovery Plan: If available, a summary of your backup and disaster recovery approach (for instance, “All data is backed up daily to offsite servers; we have a documented DR plan to recover within 4 hours”). It’s a level of detail not all Series A startups have, but including it can impress investors in sectors where continuity is crucial.
(Nice-to-have) Product Analytics and User Feedback , To complement traction metrics, consider adding a document that dives into product usage analytics. For example, a report on user behavior: funnel analysis (where users drop off), most-used features, etc. This shows you’re data-driven in product development. Also, if you regularly collect user feedback or have done user research studies, share a summary. It demonstrates a tight feedback loop between users and product roadmap. For enterprise products, you might include case studies or use cases highlighting how customers derive value from the product.
(Nice-to-have) Demo Environment or Sandboxed Access , Some Series A startups provide investors access to a sandbox environment or a fully functional demo account to play with the product themselves (especially if it’s B2B software). If feasible, mention that such access is available on request or provide demo credentials in the data room instructions. This level of openness can give investors a hands-on understanding of the tech.
(Crypto-specific) Ecosystem and Decentralization Plans , Crypto projects at Series A might be moving toward launching a network or already have one live. Include documentation on the ecosystem growth: e.g. number of nodes, details of any grants program for developers, partnerships with other protocols. If relevant, outline your decentralization roadmap (many Web3 investors will ask about when/if you plan to decentralize governance or hand over control to a DAO). Include any DAO governance docs you’ve drafted if you’re going that route. Also show how token distribution or staking is fostering network security/growth (if applicable). All these demonstrate you’re thinking beyond just technology , you’re building a platform/community.
(Fintech-specific) Tech for Compliance , Fintech investors will be keen on how your tech handles compliance at scale. If you have proprietary technology for fraud detection, KYC automation, or regulatory reporting, include a description or screenshots. Show any regtech integrations (like automated AML transaction monitoring in your system). Essentially, prove that your platform is built not just for functionality but also for the heavy lifting of regulatory requirements, which often trip up fintechs as they scale.

Team (Series A)

(Essential) Leadership Team & Org Structure , By Series A, you likely have a larger team and some organizational structure (departments or functional teams). Present an organization chart that covers all teams (Engineering, Product, Sales, Marketing, Operations, etc.) and reporting lines. Highlight the leadership team (VPs, Directors, or any C-suite roles beyond the founders). Provide bios or one-paragraph backgrounds for each key leader, focusing on their experience and how it equips them to scale the company. Series A investors evaluate if you have “the team to get to Series B and beyond,” so emphasize relevant experiences (e.g. “VP of Sales has 10 years in SaaS sales at high-growth startups”). If any critical roles are unfilled (say, Head of Marketing), mention plans to recruit those roles with the new funding.
(Essential) Board of Directors & Advisors , Update the data room on governance. List current Board members (with bios) and any notable advisors. By Series A, your board might gain one or more VC representatives after the round, but currently it might include an independent or industry expert if you added one. If you have an Advisory Board, list those individuals and their contributions. Investors will often ask to speak with advisors or key early hires during diligence, so make sure those folks are aware and supportive.
(Essential) Hiring Plan and Talent Strategy , Given the infusion of capital at Series A, investors want to know how you will deploy it in terms of team expansion. Include a hiring plan document or slide: how many people and which key positions you plan to add over the next 12-18 months. Break it down by quarter perhaps: e.g. “Q1: 5 engineers, 1 product manager; Q2: 3 sales reps, 1 marketing lead,” etc., totaling to whatever headcount growth is projected. This should tie to your financial model’s personnel expenses. Also, describe briefly your recruiting strategy or any pipelines (for example, you might note “leveraging recruiter for exec search, employee referral program in place”). This shows you can execute the growth the funds will fuel.
(Nice-to-have) Culture and Retention , As companies grow, maintaining culture and retaining talent becomes a concern. Share any artifacts of your company culture: your mission, vision, and values statements, if you have them clearly defined. If you conduct regular employee surveys (e.g. eNPS or similar) and have good results, you could mention that. Also note any key retention efforts: for example, “All employees receive stock options; we’ve instituted a mentorship program; flexible remote work policy,” etc. While investors care most about performance, showing that you’re building a company where people want to work is a plus (it means you can continue to attract and keep good people).
(Nice-to-have) Compensation & Org Policies , Some due diligence processes might ask about compensation structure to ensure you’re competitive but not excessive. Having a document that outlines your compensation philosophy (market percentile targets, equity grants guidelines) can be helpful if asked. Additionally, ensure you’ve noted any critical HR compliance: all employees have contracts, you follow labor laws, etc. If you have contractors or international teams, list where and how they are engaged (through EORs or subsidiaries). This level of detail might only come up if a VC’s legal due diligence goes deep, but being ready with answers is wise.
(Fintech/Crypto notes): In highly regulated fields, having experienced personnel is key. If you’ve hired a Chief Compliance Officer or similar by Series A (often fintechs do), highlight that person and their credentials. Same for crypto , if you have a Head of Community or Protocol with notable background, mention it. Emphasize any special hires: e.g. “Lead Blockchain Engineer previously contributed to Ethereum core” or “Compliance lead was ex-SEC attorney” , these can significantly increase investor confidence that you have insider expertise on tricky areas. Many startups add such roles around Series A as the complexity grows.

Traction & Metrics (Series A)

(Essential) Growth Trajectory , Show clearly your growth trajectory over the last 6-12+ months in key metrics. This should include revenue growth (if revenue model is in place) , e.g. plot MRR by month which ideally is climbing steadily. Also user/customer growth , number of active users or customers over time. Series A investors love to see consistent month-over-month or quarter-over-quarter growth and will extrapolate from these curves. If you can, overlay any major initiatives or events (like product launches or marketing campaigns) on the growth charts to show cause and effect. The goal is to demonstrate that you’ve achieved product-market fit and are entering a scale phase.
(Essential) Market Traction and Position , Provide context on your position in the market. This could include metrics like:
Market Share (if measurable): e.g. “We have 5% of all new accounts opened among neo-banks in our target region” or any relative metric.
Competitive Win/Loss Rate: if applicable, data on how often you win deals against competitors.
Partnerships contributing to growth: e.g. “Integration with Shopify launched in Q3, now accounts for 30% of new customer signups”.

Also highlight any press or analyst recognition that came since seed: e.g. mention if Gartner or an industry report cited you as a leader, or if you were featured in a high-profile publication. At Series A, this external validation can matter, especially for enterprise/B2B companies. – (Essential) Unit Economics & Efficiency Metrics , By now, you should have solid calculations of your LTV, CAC, gross margin, payback period, and contribution margins (if relevant). Present how these have improved (hopefully) over time. For instance, show that CAC might have gone up as you expanded marketing, but LTV went up more due to better retention or upsells, resulting in an improving LTV/CAC ratio. Investors will scrutinize whether growth is becoming more efficient or not. If you have a sales team, include metrics like quota attainment, sales cycle length, and pipeline conversion rates. If primarily marketing-driven growth, include CAC by channel and the mix of organic vs. paid acquisition. Efficiency metrics like burn ratio (net burn / net new ARR, for SaaS) can also be shown to demonstrate capital efficiency. – (Essential) Customer Success and Feedback , Show that your customers are happy. Include Net Promoter Score (NPS) if you measure it, or customer satisfaction survey results. If NPS is high, definitely tout that. Low churn or high account expansion rates should be noted as evidence of customer love. You might include a slide of customer logos (especially if you’ve landed recognizable clients). For a handful of key customers, provide short blurbs: “Customer X saw 50% improvement in Y after using our product , now expanding deployment.” Additionally, any community engagement metrics if applicable (for example, for a developer tool, number of GitHub stars or community forum activity) can be included to show an engaged user base. – (Nice-to-have) Detailed Cohort and Funnel Analysis , If not already provided, Series A data rooms often have an appendix of deep dives. A cohort analysis chart (monthly cohorts of users, showing retention or revenue per cohort) is highly informative , it can show improving retention or monetization in newer cohorts, which VCs love to see as it indicates learning and optimization. Also, a conversion funnel analysis from lead to customer can highlight where your engine is strong or needs work. For instance, “30% of website visitors sign up for a trial, and 10% of trial users convert to paid within 30 days.” This level of detail shows you’re on top of your funnel metrics. – (Nice-to-have) Geographic or Segment Breakdown , If you have expanded into multiple markets or customer segments, break down traction accordingly. E.g. revenue or users by region, by industry vertical, or by product line (if you have more than one offering). This can identify where you’re seeing the most success. For global businesses, investors will want to know if you’re, say, 80% U.S. and planning to expand internationally or already multi-region. – (Crypto-specific) Token and Network Metrics , If a token is live by Series A (or will be imminently), share the key token metrics: – Token distribution and holders: how many wallets hold the token, distribution between team/investors/community (perhaps a pie chart of circulating supply breakdown). – Token value and liquidity: current market cap (if listed), daily trading volume, exchanges listed on. – Network usage: transactions per day, active addresses, total value locked (if DeFi), staking participation (if PoS network, what % of tokens staked). – Community governance: if you have a governance token, metrics like number of proposals made, votes cast, community forum activity.

These demonstrate the health of the ecosystem around your project. Also, if applicable, show revenue or fees captured on-chain versus off-chain, and how those tie into your financial statements. On-chain metrics are a whole additional layer of diligence for Web3 startups, so be thorough and transparent with them. – (Fintech-specific) Financial Performance Metrics , Fintech startups should highlight metrics relevant to their model: – Total Payment Volume (TPV) if you’re payments-related, or Assets Under Management if applicable. – Take Rate: the percentage of volume you capture as revenue. – Default Rates if you’re lending, or loss rates if you have any credit risk. – Compliance stats: e.g. “Processed 100K transactions with 0 reportable compliance incidents” or “98% automation in KYC processing”. – Unit economics per transaction: e.g. margin per transaction, cost per transaction and how that scales.

Emphasize that the model scales: e.g. as volume grew, you maintained or improved unit economics due to economies of scale or better pricing with partners.

Compliance (Series A)

(Essential) Regulatory Compliance Status and Audits , By Series A, if you operate in a regulated industry, investors will expect a clear picture of your compliance status. Provide a Compliance Overview document that summarizes all your regulatory efforts and achievements:
List out all licenses/registrations obtained (e.g. “Registered MSB with FinCEN, Money Transmitter Licenses in 5 states, in progress in 3 more” or “EU EMI license obtained” etc.).
Note any regulatory audits or examinations you have undergone and their outcomes (e.g. “Completed SOC 2 Type I audit in Q1, Type II planned for Q4” or “State regulator examination passed with no major findings”).
Summarize key compliance programs: AML/KYC program implemented, data privacy compliance (GDPR/CCPA) in place with a named Data Protection Officer, etc. If you handle payments, mention PCI DSS compliance level (“PCI Level 2 compliant via self-assessment” or if Level 1, usually you have an AoC).
If in healthcare, mention HIPAA compliance measures; if in edu, FERPA, etc., as relevant.

Essentially, make it easy for an investor (or their lawyers) to see that your house is in order: the necessary filings are done and you have internal processes to stay compliant. – (Essential) Key Compliance Documents and Policies , Upload the actual documents that underpin your compliance: – KYC/AML Policy and Procedures: The formal document describing how you verify customers, monitor transactions, train employees on AML, etc. Also note what provider or software you use for this (if any). – Information Security Policy: a comprehensive policy covering data protection, access controls, incident response, etc. If you’ve done a SOC 2 audit, you definitely have these; even if not, you likely have some IT security policies by now. – Privacy Policy & GDPR Documentation: Include your latest Privacy Policy (user-facing) and any internal compliance docs like GDPR Article 30 records of processing, if maintained, or DPIAs (Data Protection Impact Assessments) if you conducted any. – Terms of Service / User Agreements: The latest terms users agree to, which often include legal protections for your company. These should align with your business practices and compliance stance. – Employee Compliance Training Materials: If you conduct compliance training (e.g. security awareness, AML training for team), include a brief description or outline of that program. It shows compliance isn’t just on paper but in practice. – (Essential) Cap Table & Securities Compliance , One often overlooked area is securities law compliance for your fundraising to date. By Series A, ensure all your previous fundraising (SAFE, equity, etc.) complied with regulations (e.g. Rule 506(b) filings in the US if you took investors under Reg D). While this is usually handled by lawyers, any filings (like SEC Form D) or notices can be listed. Additionally, if you have foreign investors, note any specific compliance (like export control or CFIUS considerations, if any). These are niche, but thorough due diligence might ask. – (Nice-to-have) Environmental, Social, Governance (ESG) & Other Policies , Some VCs, especially later stage, consider ESG factors. If you have any ESG or ethical policies (like an environmental policy if your operations have impact, or diversity & inclusion policies), you can include them. It’s not core for Series A due diligence generally, but it can showcase forward-thinking governance. – (Nice-to-have) Insurance Certificates , By Series A, companies often carry more insurance. Consider including proof of D&O Insurance (Directors & Officers liability), Cyber Liability Insurance (if you handle lots of data), and any industry-specific insurance (E&O for a fintech, for example). Having appropriate insurance is a sign of a mature operation and will likely be required when big enterprise deals or later funding happens. Including certificates or a summary of coverage can tick this box preemptively. – (Nice-to-have) Export/Import or Other Compliance , If your product involves encryption (common in software) or other regulated tech, note compliance with export controls (EAR, ITAR if applicable). If hardware, any certifications (FCC, CE marks) should be included. These might not be relevant to all, but for some startups it’s a big part (drones, robotics, etc. need regulatory certifications for hardware). – (Crypto-specific) Token Compliance and Legal Opinions , A must-have in crypto by Series A: Legal opinion letters on token status. If you have a token that’s been distributed or will be, you should include a reputable law firm’s opinion on whether the token is a security or not, and under what rationale. Also include any no-action letters or regulatory approvals (if, say, you engaged with the SEC or your token was part of a sandbox). Outline how you conducted any token sale: e.g. only offered to accredited investors under Reg D/Reg S , include Form D filings or token sale agreements. On the AML side, describe how you conducted KYC for token buyers and how you handle on-chain AML (for example, using transaction monitoring tools to track token transfers for compliance). If you formed a Foundation or offshore entity for the token, include its docs and how it interacts with the main company (investors will diligence that structure for risk). Essentially, since the crypto space faces heavy regulatory scrutiny, show that you have buttoned-up compliance to avoid any illegal securities or money transmission issues.

Series A Summary: The data room at Series A should convincingly demonstrate a scaling company: one that has proven its product-market fit and is now building the structures to become a large business. Financially, everything should be documented and analyzable , a startup raising Series A ideally has “rock-solid financial data” and reporting that investors can trust. Legally, all the t’s are crossed: corporate, IP, contracts, and compliance issues are identified and managed, with no nasty surprises. The product and tech info should assure investors that the platform can handle growth and has defensible advantages. And critically, the metrics and traction should tell an exciting growth story backed by data. At this stage, any red flags like incomplete records, unclear cap table, or poor retention metrics can derail a deal, so the checklist helps ensure nothing is missing. Aim for a data room that answers questions before they’re asked, instilling confidence that your startup is ready for the big leagues.

Series B Stage

By Series B, your startup is no longer “early stage” , it’s a growth-stage company with significant revenue or user base, and the expectations from investors are correspondingly higher. Series B due diligence can start to resemble an IPO or M&A diligence in thoroughness. You will need all items from Series A, updated and expanded, plus additional focus on scalability, governance, and audited track records. Investors at Series B (growth equity or late-stage VCs) will scrutinize consistency in financials, robust processes, and how you’re preparing to become a large, possibly global, enterprise. Essentially, the data room must show that your startup has graduated from the scrappy startup phase into a well-oiled operation poised for major expansion or exit. Below is the Series B checklist (building on prior stages):

Financials (Series B)

(Essential) Audited Financial Statements , At Series B, audited financials for at least the most recent year (if not two) are often expected. Include the independent auditor’s report and the full set of financial statements with notes. If you do not have audits, be prepared for heavy due diligence on your books; however, most companies by this stage engage auditors to validate their numbers. In addition, provide interim financials for the current year (audited up to last FY, then year-to-date management accounts). Ensure that revenue recognition policies, expense categorization, etc. are all clearly documented (auditors usually ensure this in the notes). Audited statements give investors confidence that your reported revenue and expenses are accurate and in line with GAAP/IFRS.
(Essential) Detailed Financial Analysis & Management Reports , Series B investors will want to dive deep into financial performance. Include the board-level financial reporting packages you prepare (often quarterly reports to your board). These typically include:
Variance analysis (budget vs actual with commentary),
Unit economics reports,
Operating expenses breakdowns (with comparisons to prior periods and budget),
and department-level reports if you use those (e.g. revenue and cost by business unit or geography).

Also supply supporting schedules: e.g. P&L by product line or segment, customer acquisition cost breakdown (marketing spend by channel), cohort revenue analysis, etc. At Series B, the data room often becomes quite granular , think of any analysis the investors could conceivably want (gross margin by customer type? enterprise vs SMB metrics? etc.) and have it ready. Your fractional CFO or finance team should prepare a diligence binder covering these. Additionally, include evidence of strong financial controls: e.g. show that you have a monthly close process (maybe an internal checklist or timeline), and any improvements made after Series A. – (Essential) Financial Forecasts with Scenario & Sensitivity , Update your multi-year financial model to reflect current plans. By Series B, investors may want to see a path to profitability if not already profitable. The model should include best-case, base-case, and worst-case scenarios, or at least have the ability to toggle assumptions to see sensitivity. Key benchmarks like revenue growth, margin improvement, and burn multiple (burn / net new revenue) will be scrutinized. If you haven’t already, integrate a cap table projection into the model to show funding needs and potential dilution through Series C or beyond. Essentially, you’re showing how Series B funds get you to either cash-flow positive or a significant milestone (like 10x revenue, or expansion to new markets) and what further capital might be needed after. – (Essential) Key Metrics and Unit Economics Trends , Present trends over time for all crucial metrics. By now, you should demonstrate improving efficiency: for example, CAC staying flat or decreasing while LTV increases, sales productivity improving, gross margins improving as scale drives costs down, etc. Include a multi-year metrics sheet that shows Year 0, Year 1, Year 2, etc., for things like: – Revenue growth rates (annual and ideally broken down quarterly), – Gross margin %, – CAC, LTV, LTV/CAC, CAC payback, – OpEx as % of revenue (showing economies of scale, e.g. R&D was 50% of revenue, now 30%, etc.), – Employee count vs. revenue (revenue per employee as a productivity metric), – and any sector-specific KPI (for SaaS, maybe Magic Number; for marketplaces, take rate; for fintech, loss rates, etc.).

Investors at Series B will compare these to industry benchmarks and their investment thesis. If some metrics aren’t trending ideally, be prepared with explanations and corrective strategies. – (Nice-to-have) Quality of Earnings (QoE) Report , Some later-stage investors commission a Quality of Earnings review, which is like a mini-audit focusing on revenue recognition and earnings adjustments. If you proactively did a QoE analysis (perhaps via an external accounting firm), include that report. It might highlight normalized earnings, identify any aggressive accounting that was adjusted, etc. This can preempt diligence questions and shows transparency. Likewise, include any tax studies (like R&D tax credit studies, 409A valuations updated post-Series A, etc.) to show you’re handling tax and valuation properly. – (Nice-to-have) Working Capital and Cash Management Details , Provide an analysis of working capital (receivables, payables, inventory if applicable) and how it’s being managed. For SaaS it might not be big; for those holding inventory or hardware, it’s important. Show cash conversion cycle if relevant and how Series B money might be used (e.g. building inventory for expansion). Also, if you have any debt financing (venture debt, credit lines), include a schedule of debt with terms and covenants listed. By Series B, optimizing capital structure becomes a consideration, so investors will want to know if you have outstanding debt or plan to take any. – (Nice-to-have) International Financials & Multi-currency , If you have international subsidiaries or operations, include consolidated vs. standalone financials for those entities. Show how currency exchange is handled if you report in one currency but earn in others (any significant FX exposure or strategy to hedge it, if relevant). At Series B, this level of detail might be needed if you’ve expanded globally (e.g. a breakdown of EU vs US revenues and costs).

Legal (Series B)

(Essential) All Organizational Documents (Updated) , Refresh all corporate docs for Series B. This includes the Certificate of Incorporation as amended through Series A (and it will be amended again for Series B’s new preferred shares), all stockholder agreements from prior rounds, and board resolutions authorizing the Series B. Also include an updated Good Standing Certificate for the company and each subsidiary in their respective jurisdictions, dated recently , investors often require these to ensure the companies have no issues like missing filings. Essentially, compile a corporate minute book in digital form: charters, bylaws, minutes, stock ledgers, etc., fully up to date.
(Essential) Cap Table & Equity History , An up-to-date cap table including Series B projections (pre- and post-money) is critical. Additionally, provide a history of equity issuances: a capitalization history table that shows each round, date, instruments, price per share, etc. This is often needed for legal diligence to ensure all securities were issued correctly and identify if any consents or rights are triggered by the Series B (like anti-dilution or pro-rata rights from earlier investors). Also disclose any outstanding rights like warrants, vesting stock repurchase rights, or convertible notes still open (though ideally by B all earlier notes have converted).
(Essential) Major Contracts , Renewals and Risks , At Series B, investors will often review your top contracts for any terms that could impede growth. For each major contract (with customers, partners, suppliers) ensure the data room has not just the contract but also note key terms:
When does it expire or renew? (Are there any big customer contracts up for renewal soon that could affect revenue?)
Termination rights , can the contract be terminated for convenience or easily? Any penalty clauses?
Change of control or financing clauses , some contracts might have terms that trigger on new financing or ownership change; flag if any.
Any exclusivity or non-compete terms that limit your ability to operate freely.

If you have a lot of contracts, provide a summary matrix. But Series B VCs may particularly focus on customer concentration risk , e.g. if 30% of your revenue is from one client, that contract will be examined closely. – (Essential) Compliance & Regulatory Correspondence , Include any material correspondence with regulators or authorities. For example, if you received any warning letters, compliance inquiries, or conversely any approvals, list them. For fintech: any audit reports from regulators or correspondence about licensing. For crypto: any SEC or other regulatory communications, if applicable. Being forthright with these builds trust and allows you to frame any issues. Also ensure your cap table and investor docs reflect any foreign ownership that might raise regulatory issues (some countries scrutinize who’s investing , less of an issue pre-IPO, but consider if any government-related investors are in your cap table, how that’s disclosed). – (Essential) IP Portfolio , By Series B, your Intellectual Property portfolio likely expanded. Include an IP summary sheet listing all patents (filed or granted with dates and jurisdictions), trademarks (with registration numbers), and any copyrights registered. Also list key domains. Provide updated copies or links for each significant IP asset. Additionally, include any IP legal opinions or freedom-to-operate analyses if you conducted them (companies sometimes do an FTO search to ensure they’re not infringing others’ patents , if you did and got clearance, that’s great to show). If you’re involved in any IP litigation or patent challenges (either defending or asserting), those documents should be included in the litigation section. – (Nice-to-have) Real Estate and Asset Leases , If your company has grown, you might have offices or equipment leases. Include copies of office leases (and any amendments or extensions) and significant equipment leases or financing agreements. These can involve liabilities or long-term commitments that investors will count in their evaluation of burn and runway. Also, if you foresee needing to move or expand office space, they may consider that cost. – (Nice-to-have) Corporate Governance Policies , As a more mature startup, you might have instituted formal governance policies (often as prep for possibly going public in a few years). If so, include: – Code of Conduct/Ethics for employees and directors. – Board governance guidelines or committee charters (maybe by now you have an Audit Committee or at least plan to). – Equity trading policy (if employees can sell secondary shares, any policy on that? Perhaps not yet, but some companies have internal rules). – Document retention policy , showing you manage company info responsibly.

These are not mandatory at Series B, but if you have them, it underscores a higher level of sophistication. – (Fintech/Crypto notes): Ensure any new regulatory developments are documented. For fintech, if by Series B you’re now under more serious regulatory regimes (like getting a bank charter, or new licensing in other countries), include all those filings and correspondence. Crypto: if you’ve launched a token, legal’s focus is heavy , include an updated legal memo on token status, how you distribute ongoing (staking rewards, etc.), and any new regulatory frameworks (travel rule compliance documentation, etc.). Also, by Series B many crypto companies have been through one or more smart contract upgrades or incidents , be transparent about any incidents (like if there was a smart contract bug exploit and how it was handled, and legal implications, if any). For any DAO components, include the DAO legal wrapper details and how governance is legally structured.

Product & Tech (Series B)

(Essential) Scale & Performance Metrics , At Series B, technical due diligence will focus on whether your tech can support rapid growth and large scale. Provide performance metrics: current system usage vs. capacity. E.g., “Our servers handle 1 million requests/day at 30% load , we can scale to 5x with current architecture.” If you have a target scale (like expecting 10x users after this round), show plans to handle that (maybe a brief scaling roadmap or infrastructure upgrade plan). If you’ve done professional load testing, include the results or summary. Also mention any uptime SLA you offer and actual uptime achieved over last 6-12 months (a chart of monthly uptime % is useful).
(Essential) Technical Audits and Certifications , If you haven’t by Series A, by Series B it’s highly advisable to have completed some formal audits:
Security Audit / Penetration Test: Include any recent pen test reports (or summaries if sensitive).
Data Security Certifications: If you pursued SOC 2 Type II, ISO 27001, etc., include the full report or certificate. Many enterprise customers require these by Series B stage, so investors will be happy to see them.
Compliance Audits: For instance, if you’re a healthcare startup, a HIPAA compliance attestation by a third-party, or if fintech, PCI DSS certification report, etc.
Architecture Review: Sometimes startups get an external architecture review (e.g., an AWS Well-Architected Review). If you did, include the summary and any remediation done. It shows you stress-tested your architecture against best practices.
(Essential) Product Pipeline & Roadmap Execution , Provide a detailed product roadmap that extends beyond the immediate horizon. Now that core product-market fit is achieved, investors want to see how you’ll expand the product line or feature set to stay ahead. For example, outline major releases planned for the next 1-2 years, including any new product offerings, platform expansions, or technical milestones (like supporting a new platform, AI integration, etc.). Show how past roadmaps have been delivered (maybe include a brief retrospective: e.g. “In the past 18 months, we launched Features A, B, C which drove X% growth”). This demonstrates execution capability. If applicable, include a vision for the product ecosystem (like enabling third-party developers or integrations) as that can drive longer-term growth.
(Nice-to-have) Intellectual Property Development , Link the tech to IP: highlight any unique R&D or patents pending. If you have a tech roadmap for R&D (like developing proprietary AI models, or new algorithms), investors like to see that you’re building moats, not just features. If you have technical publications or have spoken at conferences about your tech, including those references can show thought leadership. It’s not a requirement, but it adds color that you have a strong engineering culture.
(Nice-to-have) Technical Debt and Plan , A candid discussion of technical debt can sometimes be part of diligence. If you have known areas of refactoring or scaling work needed, you might outline how you plan to address them (especially if it’s tied to use of funds). For instance, “Refactoring our legacy module in Go to improve throughput , scheduled in Q2” or “Moving to microservices architecture by end of year to allow faster development in parallel.” This shows realism , every scale-up has tech debt; acknowledging and planning for it is positive.
(Crypto-specific) Protocol Evolution & Decentralization , For Web3, by Series B you might be well into launching a mainnet or having done so. Include documents on how the protocol will evolve (e.g. upcoming forks, improvements, or migration to a DAO governance). If you plan to move governance fully to token holders or a foundation, provide the DAO constitution or governance model documents. Show any metrics around decentralization: number of independent node operators, hashrate distribution (if PoW), staking decentralization (if PoS), etc. These technical-community aspects are important for crypto investors at this stage. Also any ecosystem fund or grants program details , how you are fostering third-party development. Basically, you’re proving that the technology and network can stand on its own and isn’t centrally reliant on the core team for everything, which aligns with Web3 ethos and reduces certain regulatory risks.
(Fintech-specific) Reliability & Regulatory Tech , Fintechs at scale must show high reliability (due to money at stake). Provide incident reports if any outages occurred: showing how you addressed them and improved (transparency here can actually impress, if handled well). Also highlight any technology built for compliance: e.g. “real-time transaction monitoring system in-house” or sophisticated fraud detection using ML that you developed , these can be competitive advantages. If you’re in payments, perhaps talk about how you’ve achieved near 100% uptime during peak volumes (like Black Friday, etc.). For trading platforms, maybe your matching engine throughput and latency numbers. The idea is to show that your tech is at an industry-grade level of performance.

Team (Series B)

(Essential) Executive Team & Organizational Chart , At Series B, the org chart likely includes several layers. Provide an organization chart that shows the high-level structure (divisions or teams) and key leaders of each. Identify the executive team explicitly , CEO, COO, CTO, CFO (or VP Finance, if still fractional CFO, note that), CMO, etc. Give updated bios focusing on their track record at the company and prior achievements. By now, you may have hired experienced executives from outside , highlight how their experience (e.g. “20 years in industry, scaled sales from \$10M to \$100M at prior company”) will help reach the next milestones. Investors might do backchannel references on key execs at this stage, so be honest and thorough in portraying their strengths.
(Essential) Team Size and Structure , Note the current headcount and breakdown by department (e.g. Engineering: 50, Sales: 20, Marketing: 10, etc.). Show how the team has grown since Series A. Investors will consider if the team size is appropriate for the burn and stage. If you have any unusual distribution (like 40% of staff are support, etc.), be ready to explain. Also, mention geographic distribution: how many offices or remote, any offshore teams? For instance, if you have an engineering office in another country or use an outsourced team, disclose that. They will evaluate if any key functions are missing or understaffed for scaling plans.
(Essential) Retention and Recruiting Metrics , Culture and retention become bigger concerns as you scale. Provide metrics like employee retention rate or turnover for the past year. If your turnover is low, that’s a strong positive , highlight “X% of our early employees are still with us” or “annual voluntary attrition was only Y% in engineering.” If higher, be prepared to discuss what you’re doing to manage it (new HR programs, etc.). Also share recruiting success: e.g. “we hired 30 people in last 6 months, time-to-hire average 40 days, using internal recruiting team of 2,” showing you can scale hiring. If you gather employee satisfaction data (like eNPS or Glassdoor ratings), you might include those as well.
(Nice-to-have) Succession and Key Person Plan , Later-stage investors think about key person risk. Without going overboard, you can address how the company would handle if a founder or key exec left. For example, noting that you’ve built strong second-line management or have stock vesting/cliffs that incentivize staying. If any founder has begun transitioning (maybe moving from CTO to a Chairman role or such), explain the plan. If you have formal succession plans for executives, that’s very advanced (not common until pre-IPO). But at least show that no single person’s departure would cripple the company (aside from maybe the CEO, which is why investors often insist on key man insurance by this stage , if you have such insurance, mention it).
(Nice-to-have) Board and Advisors Expansion , Update on governance: by Series B you might have added new board members at Series A (investor seats) and might add one at B. List the full board and any observers. If you’ve recruited independent board members or plan to (common around Series B or C to bring industry expertise), mention that. Also mention any changes in advisors , perhaps you now have a formal Advisory Board of industry luminaries or regulatory experts. Growth investors like to see that you’re surrounding the company with experienced guides, not just VC and founders.
(Nice-to-have) HR Compliance & Programs , With a larger team, ensure you include that you have proper HR compliance: all employees are on contracts, you follow labor laws in each region, and you have things like harassment training, etc., in place. You don’t necessarily include all documentation (unless requested), but stating it in a diligence Q&A or summary is good. Also highlight any employee development programs: e.g. training budgets, leadership coaching for managers, etc. This signals you’re investing in scaling the team’s capabilities, not just headcount.
(Fintech/Crypto considerations): For these sectors, talent with specialized skills or clearances is crucial. If you’ve hired, say, a former bank executive for compliance or a blockchain core developer, emphasize that. Also note if you have dedicated risk management or compliance teams now (e.g. “5 people in compliance dept, headed by Chief Compliance Officer with 15 years in fintech compliance”). In crypto, perhaps you brought on reputable community managers or economists for tokenomics , mention their credentials. Essentially, show that as the regulatory/technical complexity grew, you hired the right experts to handle it, not leaving critical functions under-experienced. This can assuage concerns given increased regulatory pressures in these fields.

Traction & Metrics (Series B)

(Essential) Continued Growth & Scaling Metrics , Series B is all about demonstrating that initial success is continuing and even accelerating. Provide updated and granular growth metrics:
Revenue: Show not just growth, but maybe growth acceleration or consistency. E.g., sequential quarter growth rates, or if you hit a \$1M, \$5M, \$10M ARR milestone, highlight those. Also, break revenue into new vs. expansion vs. churn for B2B SaaS (net new ARR). Growth investors want to see a high net retention ( ideally >120% for SaaS).
Customers: Show how customer acquisition is scaling , e.g. new customer counts per quarter rising. Also average deal sizes if B2B (are you moving upmarket to bigger customers?).
Users: If consumer, highlight perhaps crossing significant user thresholds (millions of users) and engagement growth (total time spent, etc., growing in line).

Also, present forecast vs. actual attainment if you have been setting targets (e.g. “We planned to reach \$8M ARR by now, and we achieved \$8.2M”). This builds credibility that you can project and hit goals. Investors want confidence that if they pour in \$, the trajectory will continue or steepen. – (Essential) Market Leadership & Benchmarks , By Series B, you should articulate how you stand in the market. Use metrics and external data to support: – For example, “#1 in market share among independent platforms, with 15% share , nearest competitor at 10%.” – Or “Our app is now in the top 5 of Finance category in app stores by downloads.” – Or “Processing \$500M annual transactions, which is 2x our nearest direct competitor according to [source].”

If you have unit economics superior to industry, emphasize that (“Our LTV/CAC is 4:1 vs. typical 3:1 for peers”). If an analyst or reputable source published something positive (like Gartner Magic Quadrant or a Forrester Wave ranking, or a mention in a VC blog as an industry leader), reference that. Growth stage investors like to back the leader or a fast follower , show you’re either leading or on track to lead your niche. – (Essential) Efficiency and Profitability Indicators , While you may not be profitable at Series B, investors will check if you’re on a path to healthy economics. Show improvements such as: – Gross Margin trending upwards (maybe through scale or cost optimizations). – Sales Efficiency metrics (like the SaaS Magic Number or LTV/CAC, and how those have improved or remain strong at larger scale). – Contribution Margin positive if applicable (some models like marketplaces look at contribution margin per transaction as a milestone). – If you have any profitable unit or segment, note that (“our SMB segment is already profitable on a contribution basis, funding enterprise expansion”). – EBITDA or cash flow trend , likely still negative, but show it as a percentage of revenue improving. Some Series B companies do reach break-even or positive EBITDA; if you are, definitely highlight that.

Essentially, convince investors that you’re not just buying growth at any cost , you’re building a sustainable business where margins improve with scale and you have line of sight to profitability in the future. Many VCs will still prioritize growth over profits at B, but with the caveat that the model could yield profits when growth moderates. – (Nice-to-have) Cohort Performance and Lifetime Metrics , Provide updated cohort analyses showing how customer or user value unfolds over time. For example, a revenue cohort chart indicating that each successive cohort spends more or retains better (if true). If you had a spike in churn at any point (perhaps when you scaled fast and quality slipped), address it and show it was fixed in later cohorts. Also calculate your lifetime value (LTV) with more confidence now, using long-term data , investors will question how sticky and valuable each customer is in the long run. If initial cohorts from years ago are still generating revenue or usage, that’s a great proof point of longevity. – (Nice-to-have) Geographic and Segment Expansion Metrics , If Series B is funding expansion to new markets or segments, include any early traction in those new areas. For instance, if you just launched in Europe, show initial user/revenue numbers there and growth rates, even if small. Or if you introduced a new product tier for enterprise, show how many enterprise customers you’ve signed since that launch. This signals that you have multiple avenues of growth, not just squeezing more from the initial core market. – (Nice-to-have) Community and Ecosystem Metrics , For companies where community is a factor (open-source, developer tools, marketplaces, platforms), show stats around your ecosystem: e.g. number of third-party developers, API calls per month if people build on you, number of meetups or community events, etc. It demonstrates network effects and momentum beyond your direct sales/users. – (Fintech/Crypto specifics): – Fintech: Provide metrics on risk and quality as you scale. For example, if you’re a lender, show stable default rates as loan volume grew (proving your underwriting scales). If payments, show fraud loss percentages holding steady or decreasing as volume grew (meaning your risk systems scale). If you operate in multiple regulatory regimes, maybe a metric like “licensed in X% of target markets covering Y% of GDP.” Also, customer trust metrics: maybe a high customer satisfaction in a notoriously low-trust industry (like a high NPS vs banks). – Crypto: Emphasize network growth: e.g. “Our protocol’s total value locked grew from \$10M to \$100M in 6 months,” or “Active addresses increased 5x year over year.” If you have a token, maybe token price performance relative to launch (though be careful focusing on price , better to focus on utility metrics). Show that the community is growing: more developers contributing, more proposals in governance, more integrations with other protocols. All these indicate a thriving ecosystem which is crucial for crypto valuations.

Compliance (Series B)

(Essential) Advanced Regulatory Compliance and Audits , At Series B, compliance should be deeply ingrained. Include results and reports of any regulatory audits or examinations since Series A. For example, “SOC 2 Type II audit report for the last year” (with no major findings ideally), or a PCI DSS Level 1 RoC if applicable. If you’re in finance and have undergone audits by financial regulators or routine examinations, include the official report or letter indicating compliance status. If any findings came up, show evidence of remediation. Growth investors will often have their counsel assess regulatory risk, and having official compliance reports goes a long way. Additionally, provide a summary of any regulatory changes on the horizon and your readiness (e.g. “New SEC custody rule proposed , we have a plan to adapt and already meeting with counsel about it”).
(Essential) International Compliance , If you’ve expanded to new countries, list compliance efforts for each jurisdiction: local business registrations, any regulatory licenses (e.g. obtained a Payment Institution license in the EU, or registered with UK’s FCA, etc.), and compliance with local data/privacy laws. Perhaps maintain a matrix of countries and compliance status. This shows that you handle multi-jurisdictional operations responsibly, which is a major plus.
(Essential) Risk Management Framework , By Series B, many companies formalize risk management. Include any Risk Assessment or Risk Register documents. For example, you might have a matrix of operational risks (tech failure, security breach, regulatory changes, etc.) with their likelihood and mitigation strategies. Show that management regularly reviews these. If you have a compliance committee or risk committee internally (or at board level), mention that and provide minutes of recent meetings. This assures investors that you’re not flying blind regarding risks.
(Essential) Penetration Test / Security Assessment Reports , By now, regular security testing should be routine. If you have quarterly pentests or annual security assessments, include the latest report summary and actions taken. Growth-stage investors may bring in their own third-party to do a tech diligence including security review , if you can show you already do that, it may satisfy them or make their review smoother.
(Nice-to-have) Business Continuity and Disaster Recovery Plans , Include your BCP/DR plan documentation. By Series B, especially if you serve enterprise or critical functions, you should have an articulated plan for disaster scenarios (data center outage, pandemic , as we learned , etc.). Show the plan covers key areas (backup sites, data recovery time objectives, communication plans). Some investors could ask about this, particularly if your service is mission-critical to customers.
(Nice-to-have) Internal Audit or Controls Reports , If you have started any form of internal audit or at least internal control checklists, share those. For example, some companies do an internal review of financial controls or compliance controls annually. Or maybe you engage a firm to do a mock regulatory audit. Any such proactivity is a gold star. It indicates you’re preparing for eventual IPO-level compliance perhaps.
(Nice-to-have) Ethical and Legal Compliance , Include any policies on ethics, anti-corruption (if doing international deals, maybe you have a policy on FCPA compliance), and any training programs. If you operate in an area with potential for legal grey zones, show guidelines you’ve set (like content moderation policies for a platform, or policies on use of AI in your service, etc., depending on the business).
(Crypto/Fintech extras):
Crypto: Show compliance with evolving crypto regulations: e.g., Travel Rule implementation (how you handle VASP-to-VASP data sharing if required), ongoing token compliance (maybe periodic legal reviews ensuring your token still qualifies as utility and not security as it evolves). If you started engaging with policymakers or industry groups (many crypto firms by Series B join associations or working groups), mention that as it shows you’re ahead of regulatory changes. Provide logs or reports of on-chain compliance monitoring if available (e.g. “we screened X transactions, flagged Y addresses, reported Z suspicious activities as required”). It demonstrates maturity in a space often criticized for lax compliance.
Fintech: Perhaps by Series B, you have a regulatory capital or reserve requirement if you hold funds , document how you meet those (like “we maintain a safeguarded funds account with \$X per regulations”). If you offer any consumer finance, include compliance metrics like delinquency tracking, collection practices, etc. Also, note if you have obtained higher-level licenses (e.g. an OCC banking charter or equivalent, if applicable) or are in sandbox programs , these can de-risk future regulatory hurdles and are viewed favorably.

Series B Summary: The Series B data room should reflect a company that operates with the rigor and foresight of a public company, while still offering the hyper-growth narrative of a startup. At this stage, completeness and accuracy of information are paramount , missing or outdated documents can raise doubts about your organizational capacity. The checklist above ensures you cover financial depth (audits, detailed analyses, scenario plans), legal thoroughness (every contract, license, and board minute), tech robustness (scalability proof, security certifications), team strength (experienced leadership and healthy culture), and compliance excellence (no stone unturned in risk management and regulatory adherence). Many fractional CFOs and advisors emphasize getting these right by Series B, as it not only secures the round but sets you up for smooth due diligence in any future larger raises or an eventual exit.

By delivering a data room that is polished, well-structured, and comprehensive, you instill confidence that your startup is a solid bet for the big investment. As one source put it, “Your pitch deck kicks off discussions, but your data room closes the deal by arming investors with tangible proof”. At Series B, that proof should be undeniable.

Conclusion & Next Steps

Fundraising can be a daunting process, but a well-prepared data room acts as your ally. It showcases your startup’s story , from scrappy beginnings at pre-seed with a vision and prototype, to a metrics-driven growth machine by Series B , in a format that investors can easily navigate and trust. By following this stage-specific fundraising data-room checklist, you’ll anticipate investor questions and provide the right information at the right time, whether it’s basic incorporation docs or advanced compliance audits. Remember to clearly label what’s essential at your stage and which items are supplementary; investors appreciate when founders know the difference. And for specialized sectors like fintech and crypto, don’t shy away from highlighting those additional layers (token economics, on-chain records, KYC/AML readiness) that demonstrate you’re on top of your unique regulatory and operational challenges.

Lastly, don’t hesitate to seek expert help. As fractional CFOs often advise, preparing for due diligence is not just about ticking boxes , it’s about telling a compelling, credible story through documents and data. If you’re unsure where to start or how to present your company in the best light, consider reaching out to experienced professionals. Ridgeway Financial Services can help founders get investor-ready, from polishing financial models and reports to instituting strong compliance and reporting practices. With the right guidance, you can navigate each fundraising stage confidently, knowing your data room reflects the true value and potential of your business. Feel free to contact RFS for support in preparing materials or crafting a financial strategy that resonates , we’re here to ensure you put your best foot forward and secure the growth capital you need. Good luck with your fundraising journey!

Reviewed by YR, CPA
Senior Financial Advisor

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