What is to be Prepared for during Due-Diligence?

A well-organized data room is critical for potential investors and partners to conduct thorough due diligence and can have a large impact on valuation as well as likelihood of deal closure.
Published by
Rohit Raj
December 1, 2023

Done Deal perspective: A comprehensive data room is an essential prerequisite for any capital event - fundraising or acquisitions. Keeping a data room ready has several advantages - 

  1. It gives you, as a company, a much better handle of your own books, allows you to address red flags before an incoming investor points them out during a diligence
  2. It can reduce the timeline by 2-3 months. We have seen weeks get spent setting up a data room and this can be distracting for founders, especially teams with lean resources. Keeping the information organized and ready can reduce timelines and increase the chances of a transaction going through 

We have put together some of the important sections in a data room. At Done Deal, we plan to put together products to help founders streamline all steps in a capital event process. A well-organized data room with these sections is critical for potential investors and partners to conduct thorough due diligence and can have a large impact on valuation as well as likelihood of deal closure. Transparency and trust, get built or can be broken, during a diligence process

Corporate Details

This section establishes the foundational company information and includes data on current capitalization, shareholding structure, funds raised till date and credit rating reports.

Financial Details

Financial transparency is paramount. This section encompasses audited balance sheets, profit and loss statements for multiple fiscal years (usually the last 3 years), projections for the current year, cash flow statements, expansion plans, ongoing projects, provisional financials, feasibility reports, 5-year financial projections, asset registers, IP documentation, and various loan-related documents.

Employee & Management Details 

This section focuses on the company's leadership and organizational structure. It provides profiles of the Board of Directors, key management personnel, salary structure, organizational charts, and details about Employee Stock Ownership Plans (ESOP) 

Legal Details

Legal documents such as Memorandum of Association, Article of Association, Certificate of Incorporation, annual returns, registrations with regulatory authorities, licenses and permits, legal case details, and documents required for compliance are contained in this section.

Operational Metrics 

This section delves into operational metrics, MIS reports, including competitive benchmarking, target audience, market share, product profiles, and working capital ratios.

Revenue & Expense Details 

Crucial for assessing the financial health of the company, this section comprises information about key clientele, revenue models, revenue profile (B2B, B2C, sticky clients, churn), sales channels, monthly financial reports, salary registers, pricing, credit, return, and warranty policies, as well as other documents related to expenses.

Taxation Details 

This part provides insights into the company's tax records, including income tax computations, advance tax payments, ITR forms, GSTR documents, annual GST returns, and reconciliation statements.

Other Details 

The final section includes various agreements, IT policies, internal company policies, photographs of facilities, valuation and credit rating reports, market studies, and additional documents.