Survive Investor Due Diligence
Rounds rarely die on valuation. They die when diligence surfaces a broken cap table, numbers that do not reconcile, or IP the company does not legally own. We fix all of it in 4 to 6 weeks - before an investor ever sees it.
What Kills a Series A in Diligence
These are the red flags that stall rounds. An investor with a term sheet in hand will find every one of them. The only question is whether you found them first.
Missing IP assignments
The #1 reason diligence stalls. Founders, contractors, and offshore devs who never signed proper IP assignment agreements mean the company may not legally own its own code. Counsel flags it, the round freezes, and you scramble mid-process.
A messy cap table
The #2 reason diligence stalls. Undocumented SAFEs, verbal equity promises, an unmaintained option pool, or a cap table that does not tie to your board consents. Investors will not wire against ownership they cannot verify.
Numbers that do not reconcile
Your deck says one ARR, your bank says another, and your accountant's P&L says a third. When the three do not tie out, investors stop trusting every number you have shown them.
Unsigned or missing corporate records
No board consents for prior fundraises, stock issued without approval, missing 83(b) elections, or contracts signed by someone without authority. Each one is a diligence question you do not want asked live.
A data room that raises more questions than it answers
Dumping 300 files into a shared drive is not a data room. Investors read disorganization as operational risk and price it into the term sheet, or walk.
Missing IP assignments are the #1 reason diligence stalls; a messy cap table is #2. We fix both before an investor sees them.
The Remediation Checklist
This is not data room software setup - that is cheap and you can do it yourself. This is fixing the underlying problems that break rounds, category by category.
Cap table cleanup
- Reconstruct and verify every equity event since incorporation
- Reconcile SAFEs, notes, and option grants to signed documents
- Confirm the option pool ties to board-approved plans
- Rebuild a clean, investor-ready cap table with a pro forma post-round view
3-statement model reconciliation
- Tie your P&L, balance sheet, and cash flow to actuals
- Reconcile reported ARR/MRR to billing and bank data
- Rebuild historicals so every metric traces to a source
- Build a defensible forward model investors can stress-test
IP and legal gap closure
- Audit IP assignment coverage across founders, employees, and contractors
- Identify and remediate missing or defective assignment agreements
- Flag missing 83(b) elections and corporate consent gaps for counsel
- Organize the corporate record so nothing surfaces as a live surprise
Investor-proof financial narrative
- Align the story in your deck with the numbers in your data room
- Prepare defensible answers to the questions diligence always asks
- Build the metrics investors expect for your stage and sector
- Pressure-test the narrative before an investor does it for you
Structured data room
- Design the folder architecture partners actually expect
- Populate corporate, financial, legal, IP, and commercial sections
- Build a diligence tracker so nothing gets missed under time pressure
- Hand you a room you can open to investors with confidence
The Sprint: 4 to 6 Weeks
A fixed timeline with a prioritized plan in week one, so you keep running your raise while we clear the diligence landmines.
Diagnose and triage
We inventory what exists, run a full diligence gap assessment, and rank every issue by how likely it is to stall your round. You get a prioritized remediation plan in the first week.
Remediate
We fix the cap table, reconcile the model, close IP and corporate gaps with your counsel, and build the data room in parallel. You stay focused on investors while we clear the landmines.
Package and dry-run
We assemble the investor-ready data room, align it to your narrative, and run a mock diligence pass so the first hard question you hear is from us, not a term-sheet-holding partner.
Fixed Price. Fixed Timeline.
No hourly meter running during your raise. You know the cost before we start.
Fixed fee, scoped to the state of your records. Delivered in 4 to 6 weeks.
The sprint rolls into your retainer. Once your numbers are clean and defensible, we keep them that way through the raise and into board reporting as your fractional CFO. You never run this remediation twice.
Who This Is For
Founders who need to enter diligence clean, or who are already in it and feeling it stall.
You are raising a Series A (or a priced seed) and want to enter diligence without surprises
An investor has already started diligence and the process is slowing or stalling
You know your cap table, model, or IP paperwork is behind and needs to be clean before it is seen
You raised on SAFEs and have never reconciled what you actually own to what is documented
You need this fixed on a fixed timeline and a fixed budget, not an open-ended hourly project
Frequently Asked Questions
Straight answers about the diligence sprint
Is this just data room software setup?
No. Virtual data room software is cheap and you can set it up yourself. This is diligence remediation: we fix the underlying problems that kill a round - the cap table, the model, the IP gaps, the corporate record - and then organize them into a room. The software is the last five percent, not the work.
Why is this the difference between closing and stalling?
Missing IP assignments are the #1 reason diligence stalls and a messy cap table is #2. We fix both before an investor ever sees them. Rounds rarely die on valuation - they die when diligence surfaces something the founder did not know was broken, and momentum evaporates while it gets fixed live.
How much does it cost and how long does it take?
A fixed fee of $12,000 to $18,000, scoped to the state of your records, delivered in 4 to 6 weeks. Fixed price, fixed timeline. You know the cost before we start, with no hourly meter running during your raise.
What happens after the sprint?
The sprint is designed to roll directly into a fractional-CFO retainer. Once your numbers are clean and defensible, we keep them that way - through the raise, into board reporting, and beyond - so you never have to run this remediation again.
Do you work with our lawyers and accountants?
Yes. We are the CFO layer that coordinates them. We identify the IP and corporate gaps and hand your counsel a clean list to paper, and we reconcile to your accountant's books rather than replacing them. We make the whole diligence effort cohere.
We are not sure how bad our situation is. Where do we start?
Start with the Fundraise Readiness Audit. It is a lower-commitment review that diagnoses exactly where you stand and what a sprint would need to fix. The audit finds and prioritizes the gaps; the sprint closes them. Many founders scope the sprint directly off the audit findings.