Getting Investment-Ready: A Due Diligence Checklist for Founders

Many promising funding rounds slow down, or fall apart, during due diligence. Not because the business is bad, but because the documents are incomplete: a missing share-allotment filing, an unsigned founder agreement, IP owned by a freelancer, or GST returns that don't match the books.

The fix is to get investment-ready before you start pitching. Here's the checklist we work through with founders.

Corporate records

• Certificate of incorporation, memorandum and articles
• Up-to-date statutory registers (members, directors, charges)
• Board and shareholder minutes, especially approvals for share issues
• All ROC filings for allotments, transfers and director changes
• A clean, reconciled cap table, including any ESOP pool and convertible instruments

Founders and team

• Signed founders' agreement with vesting and exit terms
• Employment agreements and offer letters for key staff
• ESOP scheme documents and grant letters, if any
• IP assignment from founders, employees and contractors

Intellectual property

• Trademark applications or registrations for your brand
• Copyright or patent filings where relevant
• Proof that the company owns its code, designs and content

Financial

• Audited financial statements for past years
• Current-year management accounts
• Financial model and projections with clear assumptions
• Bank statements and loan agreements
• Reconciliation of revenue across books, GST returns and income-tax returns

Tax and regulatory

• Income-tax returns and assessments
• GST registration and returns
• TDS compliance
• Any notices received and their status
• Sector licences and registrations
• FEMA filings if you already have foreign investors

Commercial

• Key customer and supplier contracts
• Leases and property documents
• Any litigation or disputes, with current status

Set up a data room

Organise these documents in a structured online folder before investor conversations get serious. It signals professionalism, speeds up diligence and keeps negotiations focused on value, not paperwork.

How Advest can help

We run pre-diligence health checks, fix gaps in corporate and tax records, build financial models and prepare data rooms, so founders go into negotiations with confidence. Explore strategic consulting.

This article is general information, not professional advice.