Due Diligence Checklist for Startups: What Investors Ask for in 2026
Startup Due Diligence Fundraising Investor Readiness 6 Minutes
Investors typically request company records, a cap table, financial statements, forecasts, funding agreements, customer contracts, intellectual property documents and employment records. Depending on the business, they may also request licences, tax filings, security policies and details of disputes. A due diligence checklist helps you organise this evidence before questions arrive.
Your pitch explains why the business deserves investment. Due diligence asks you to support that explanation.
Imagine telling an investor that customers love your product, then struggling to locate a signed contract. Or presenting a funding plan that uses different revenue figures from your accounts. Preparation means finding and resolving those gaps before they become difficult conversations.
This guide explains what to prepare, how to share it and where a startup’s stage or location changes the requirements.
What is startup due diligence?
Due diligence is the review an investor carries out to understand a company’s business, ownership, finances and risks before completing an investment. It goes beyond checking whether documents exist. Investors also assess whether the evidence supports the claims made during fundraising.
Treat the process as a consistency check: does your pitch deck tell the same story as your accounts, contracts and ownership records?
The goal is not to make every risk disappear. It is to identify important issues, explain them accurately and show how you plan to address them.
Startup due diligence checklist: 10 document categories
1. Company registration and corporate records
Prepare your incorporation certificate, current constitution or equivalent governing documents, shareholder and director registers, relevant board approvals and a chart of any parent companies or subsidiaries.
For a Singapore entity, a current ACRA Business Profile provides basic registry information. It is useful supporting evidence, not a substitute for the company’s underlying records.
For a regional group, also identify which entity receives the investment, signs customer contracts, employs staff and holds important assets. Include relevant intercompany agreements.
2. Cap table and previous fundraising documents
Your cap table records who owns the company. Prepare a dated version alongside signed investment agreements, shareholder agreements, simple agreements for future equity (SAFEs), convertible notes, warrants and investor side letters where applicable. Include employee option plans, grant records and vesting terms.
Show both existing ownership and potential dilution, with assumptions clearly stated. Do not present an uncertain conversion outcome as settled ownership.
Check that the cap table agrees with signed documents and approvals. Keep a separate list of promised equity that has not yet been formally granted.
3. Historical financial records
Prepare your income statements, balance sheets, cash flow statements, latest management accounts, bank statements, general ledger and accounts receivable and payable reports. Include debt agreements and outstanding obligations.
Provide the available history and agree the reporting period with the investor. Label unaudited accounts clearly rather than implying that an external auditor has reviewed them.
Explain differences between accounting revenue and cash received. Unpaid invoices, advance payments and timing differences should be understandable rather than left for the investor to interpret.
4. Financial forecasts and use of funds
Prepare an editable financial model, operating budget, cash runway analysis and use-of-funds plan. Include the assumptions behind revenue growth, hiring, margins and major expenses.
Separate actual results from forecasts. Add a downside scenario showing what happens when sales arrive later or costs rise.
A useful question to answer is: “What measurable progress will this funding pay for?” Connect the amount raised to specific milestones rather than a broad promise to grow. Forecasts should help investors understand the plan, not just display an attractive outcome.
5. Customer evidence and business metrics
Prepare customer revenue summaries, retention or churn reports, sales pipeline records and the calculations behind important performance metrics. Where appropriate, identify customers who have agreed to provide references.
Use metrics that fit the business. A marketplace, subscription platform and manufacturing company should not be forced into the same reporting template.
Define every headline number. Keep annualised revenue run rate separate from revenue already earned. Distinguish paying customers from free users and signed contracts from sales opportunities. For a pre-revenue company, organise pilot results and other evidence of demand instead.
6. Customer, supplier and other commercial contracts
Prepare significant customer and supplier agreements, technology vendor contracts, partnership arrangements and leases. Include amendments and relevant standard terms.
Investors use these documents to understand the relationships and obligations behind the business.
As a preparation exercise, flag terms that deserve closer review: unusual termination rights, exclusivity, refund obligations, minimum spending commitments or approvals needed for the financing. A short summary can help reviewers find important clauses without replacing the underlying agreement.
7. Intellectual property and technology ownership
Prepare an inventory of important intellectual property, ownership or licence documents, relevant registrations and agreements covering work created by founders, employees and contractors.
For software businesses, include third-party components and open-source licences. WIPO’s 2026 guidance emphasises documenting ownership, licensing obligations and the assets a company actually controls.
The important question is not simply whether you have patents. It is whether the business owns or has adequate rights to use what it depends on. Ask counsel to review gaps, particularly where development happened before incorporation or through external contractors.
8. Team and employment documents
Prepare an organisation chart, leadership biographies, employment contracts, consultant agreements and compensation summaries. Include benefits and significant unpaid obligations where relevant.
Start with role-level information where individual personal details are unnecessary. Restrict access to sensitive employee records.
For teams working across borders, ask local advisers to confirm which employment and work-authorisation records are relevant. Do not assume one country’s contract template or employment rules apply throughout Southeast Asia.
9. Data protection, cybersecurity and AI
Prepare privacy policies, information about data processing, security controls and any significant incident history. Include security assessments or certifications that actually exist, with an honest account of unresolved findings.
For businesses using AI, add a proportionate review of model providers, contractual terms, data rights and evidence supporting important performance claims. Explain what you developed internally and what relies on third-party tools.
This is not a requirement for every startup to produce the same technical package. Match the evidence to the product, its risks and the investor’s questions.
10. Tax, licences, disputes and other liabilities
Prepare relevant tax registrations, returns and payment records, operating licences, insurance documents and details of significant disputes or regulatory investigations.
Include obligations that may not be obvious from the pitch, such as guarantees or transactions with founders and related companies.
Do not hide an issue because the paperwork is incomplete. Record what happened, the potential impact and the next step. Have legal advisers review sensitive disclosures and avoid uploading privileged legal advice without their approval.
Adjust the checklist to your stage
A pre-seed startup and an established Series A business will not have identical records. Due diligence depth varies with the company and proposed investment.
For an early-stage team, prioritise clear ownership, available financial records, founder commitments and evidence that the idea solves a real problem. As the business develops, expand the evidence around revenue quality, contracts, reporting and operational controls.
Do not manufacture a longer financial history or mark a relevant document “not applicable” because it is missing. Explain what exists, what does not and when the gap can be resolved.
How to organise and share your data room
Use the ten checklist categories as your folder structure. Maintain an index showing each document’s owner, date, review status and file location. Use consistent file names and keep superseded versions out of the main review folders.
Share information in stages. Begin with an approved deck and high-level summaries. Release detailed financial and legal records as discussions progress. Restrict particularly sensitive material to appropriate reviewers. Review permissions and remove access when it is no longer needed.
Do not assume every investor will sign an NDA before an initial pitch. Cooley notes that professional investors commonly decline these requests. Discuss tailored confidentiality protection before disclosing genuinely sensitive information rather than making an NDA a blanket condition for every conversation.
For Singapore businesses sharing personal data overseas, the PDPC’s cross-border transfer guidance is relevant. A confidentiality agreement alone does not resolve every privacy obligation. Obtain advice on the appropriate safeguards and redact unnecessary personal information.
Download the editable due diligence checklist
Use the WOWS Global Due Diligence Checklist 2026 to turn preparation into assigned tasks.
The workbook includes 60 document requests, editable owner and status fields, a preparation dashboard, a data-room folder map and separate investor request and internal issue logs.
Keep the internal issue log restricted. The template organises preparation; it does not replace the investor’s request list or advice for your jurisdiction.
Frequently asked questions
Do investors always require three years of accounts?
Agree the period with the investor. Supply the history your business actually has and explain its limits. Do not confuse an investor’s document request with statutory audit or filing requirements.
What should I do when a document is missing?
Record the gap, assign an owner and give a realistic completion date. Identify whether it needs an accountant, lawyer or another specialist. Do not backdate documents or describe unsigned drafts as executed agreements.
Should founders conduct due diligence on investors?
Yes. Review their investment fit and speak with portfolio founders where possible. Ask about decision-making, follow-on funding and how they handle difficult periods. The relationship deserves scrutiny from both sides.
WOWS Take: Make your business easier to verify
A useful due diligence checklist does more than fill folders. It helps your team explain the business with evidence and respond consistently when investors ask questions.
WOWS Global offers a virtual deal room alongside fundraising support. Our fractional CFO services support financial planning, cash flow management and investor reporting, helping founders strengthen the financial information behind their raise.
Preparing for your next funding round? Schedule a call with our investment team to discuss your readiness and the gaps to address first.
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