What you need to prepare for investment due diligence

By
Team Tallystone
January 13, 2026
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If you are raising capital from professional investors, due diligence is coming.

Most founders underestimate two things about due diligence:

  • How early it starts
  • How much easier it is if you prepare before anyone asks for a data room.

This article breaks down what you should be thinking about before due diligence begins and how to get ahead of it.

Due Diligence Starts Earlier Than You Think

Founders often assume due diligence happens after a term sheet. In practice, investors start validating your business from the first conversation.

Early questions about your cap table, revenue, customers, or product roadmap are already part of diligence. A formal data room just means the process has become structured.

If you wait until an investor asks for access to a data room, you are already reacting. The goal is to be ready before that moment.

Think in Categories

Whilst the specific documents needed in a data room for due diligence may vary business to business, there are core categories to cover off in a data room to help investors gain confidence in investing in your business. 

The core categories include:

  • How the company is structured and who owns what.
  • How the business makes money and how that is tracking over time.
  • What you have built and who owns the intellectual property.
  • Whether customers are real and contracts are enforceable.
  • Who the team is and how they are incentivised.
  • Where the biggest risks sit.

Once you understand these categories, it becomes much easier to prepare the underlying documents in a clean and logical way.

Prepare a Baseline Data Room Before You Fundraise

Before you start approaching investors, you should already have a baseline data room prepared. It does not need to be perfect, but it should be coherent and complete.

At a minimum, most founders should have:

  • Corporate documents including company constitution, shareholder agreements, option plans, and a clean cap table.
  • Financials including historical performance, current burn, runway, and a forward-looking forecast that matches your pitch.
  • Product and technology materials to show where your product is at and where it will be, and confirmation of IP ownership.
  • Commercial materials including key customer contracts, pricing, and evidence of traction.

The point is not volume, the point is clarity, for yourself and investors. A clear data room with your key documents is your initial reference point, so you can be certain you can back up the answers you give to investors’ questions.

Research Each Investor’s Due Diligence Process

Once you start speaking to investors, you can go one step further and tailor your preparation.

Many venture funds publicly explain how they invest and what they look for during due diligence. Some even publish their diligence checklists or investment ethos.

For example, firms like Airtree, Skalata, One Ventures, and Rampersand all share insights into their investment process and the areas they focus on.

Reading this material helps you anticipate what matters most to each investor. In a competitive investment market, you can position yourself ahead of other businesses seeking funding by tailoring your data room to an investor’s due diligence needs.

You do not change your business to suit the investor. You change how prepared you are to answer their questions.

Why Being Prepared Changes the Fundraise

When founders are prepared for due diligence, a few things consistently happen:

  • Fundraises move faster because there is less back and forth.
  • Investor confidence increases because the business feels under control.
  • Fewer issues emerge late that lead to renegotiation or delays.
  • Founders spend less time scrambling for documents and more time running the company.

Good diligence preparation also signals how you will operate post-investment, investors notice.

Due Diligence Is Not a Test, It Is a Translation Exercise

At its core, due diligence is about translating your story into evidence.

You already know your business. Due diligence is simply how you prove it. When you prepare early, the process becomes straightforward and often collaborative.

The best time to prepare for due diligence is before you need to.

At Tallystone, we see due diligence preparation as part of being genuinely capital ready. Founders who treat it that way consistently raise faster and with less friction.

All content contained on this website is intended to provide general information in summary form, current at the time of first publication. The content does not constitute legal (or other) advice and should not be relied upon as such. You should obtain specific legal or other professional advice before relying on any content contained on this website.