Due Diligence Data Room Checklist

A comprehensive checklist for setting up your virtual data room for a seamless investor due diligence process.

Data Room Structure for Investor Due Diligence

A well-organized data room shows professionalism and speeds up the due diligence process. Create these top-level folders and populate them with the required documents.

1. Corporate

  • Incorporation Docs: Certificate of Incorporation, MOA, AOA.
  • Compliance Certificates: PAN, TAN, GST, Startup India (DPIIT) certificates.
  • Cap Table: A clean, up-to-date capitalization table, preferably from software like Carta or Pulley.
  • Agreements: All signed founder and shareholder agreements (SHA).
  • ROC Filings: Complete history of key filings like AOC-4 and MGT-7.

2. Financials

  • Historical Data: Audited financials for all past years and monthly MIS reports for the last 24 months.
  • Projections: Your detailed, driver-based financial model.
  • Tax: Filed Income Tax and GST returns for the last 3 years.

3. Team

  • Key Personnel: Founders' resumes and an org chart.
  • Agreements: Standard employment contract, ESOP plan, and all grant letters.
  • IP: IP assignment agreements from all employees/contractors.

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