TLDR

  • Don't overlook it - Setting up an easy to navigate, informative data room is an important part of ensuring you are ready to fundraise and is something you should do before fundraising. This is particularly the case in a world which has moved more to remote work.
  • Personalise - Though you are sharing similar information, do consider personalising your data rooms for different investors.
  • Keep it simple and organised - This is not an opportunity to include every single document related to your startup. An investor's time is still valuable. They will not want to see irrelevant information nor will they want to spend an inordinate amount of time trying to find the information they need.

Setting up an investor data room should be something you do before you start fundraising. It is essentially a space where you store sensitive information such as company documents in order to quickly share that information with investors in an efficient and secure way.

Having a comprehensive, organised and easy to navigate data room helps investors with their due diligence processes, meaning you leave a good impression and help speed up the fundraising process. If curated correctly, an effective investor data room will also answer most questions an investor might have, meaning you can spend more time on other parts of your startup beyond fundraising.

Setting up a data room

  1. Platform. Paid software and platforms do exist to help you create an investor data room. However, they are costly and not necessary. Using Google Drive, Notion or Dropbox is sufficient and has the added benefit that most people already know how to navigate and use them.
  2. Structure. You want your investor data room to be as intuitive and easy to use as possible. Breakdown your documents by creating a clear, simple folder structure where documents can be allocated and organised.
  3. View-only. Documents should be read only, you do not want anyone without permission to edit or download your confidential information.
  4. Personalisation. Though investors will mostly want to see the same information it is worth considering the creation of customised investor data rooms whereby you use targeted messaging and tailored content for specific investors.
  5. Update. Ensure your documents are up to date. Determine a frequency with which you revise the documents in your data room to ensure they accurately reflect the latest information.

What to include in your data room

Not every single company document needs to be included in your investor data room. Excess documentation and irrelevant information can distract and consume an investor’s valuable time. However, in no particular order, common things put in an investor data room include;

  • Investor rights agreements.
  • Stock purchase agreements.
  • Legal structures and articles of incorporation.
  • Records of previous capital raises and liquidity events including past investor updates.
  • Company financials, including profit and loss statements and projections.
  • Tax returns, audits, financial evaluations and other reports from third-party professional service providers.
  • Business plans, roadmap and product information.
  • Market research and competitive analysis.
  • Voting agreements.
  • Capitalisation table.
  • Records and details of previous capital raises and liquidity events (if any).
  • Board of Directors’ meeting minutes.
  • Board consents and actions.
  • IP, including granted and filed patents, trademarks and IP strategy.
  • Marketing plans, strategies and materials/assets including a one-pager, pitch deck and branding guidelines and vision.
  • Sales strategy and pipeline, including existing customers MRR and ARR.
  • If applicable, information about employees, including roles and responsibilities, compensation and contracts.
  • Technology investments.
  • Additional operational liabilities, including capital expenditures, commercial leases and investments in R&D.

Do I really have to share everything?

Things like your roadmap, IP and strategy do need to be shared with investors. However, there are instances when sharing this information may not be in your best interest, for example, when the investor has a competitor of yours in its portfolio. In these instances, it is wise to address these issues with the investor prior to sharing information with them and explore other ways of sharing data in a way you feel comfortable.

If you’ve spotted any inaccuracies in this post, please let us know. We want to make sure we are offering the most update to date and accurate information. Feedback is always welcome.