Checklist for Founders: How to Prepare Your Startup for Raising Investment

Securing an investor is a major milestone in a startup’s journey. It’s not just about money — it’s about trust: in your product, your team, and your strategy. To ensure the process goes smoothly, without unpleasant surprises during due diligence or delays at closing, you need to prepare in advance. Below is a practical and legal checklist of key areas to focus on when gearing up for fundraising and bringing your startup into a new phase with an investor onboard.

1. Transparent Capital and Ownership Structure

Start by cleaning up your cap table and ownership documents. Make sure your capitalization table is up to date, and all equity issuances — including shares, options, and SAFEs — are properly documented and have the necessary corporate approvals. Investor agreements and SAFEs should be well-organized and ideally stored in a virtual folder ready for quick access.

If your company has an option plan, all option agreements and governing documents should be legally sound. Pay special attention to any informal promises of shares, bonuses, or other forms of compensation — these could create unexpected liabilities. The clearer your capital structure is, the smoother the path to closing.

2. IP Ownership and Protection

For tech companies, intellectual property is often the most valuable asset. Make sure your company owns the rights to all key IP: code, design, logos, content, and more. Employment contracts should include confidentiality and IP assignment clauses. The same applies to service agreements with contractors, especially those involved in product development, design, and content — make sure these contracts clearly transfer IP rights to the company. If such clauses are missing or the contracts are unwritten, now is the time to fix that.

You should also consider registering your trademark — particularly if your company already has a recognizable brand or name. A registered trademark strengthens your negotiating position and provides additional protection for domains and brand assets. A trademark with a verbal element can even be used to prevent competitors from registering similar domain names.

Another often overlooked asset: access to domains, email, social media, and analytics accounts. These should be registered to the company and be easily transferable.

3. Corporate Governance and Documentation

Before you bring in an investor, ensure your corporate records are in order. This includes your formation documents, shareholders and board meetings minutes, and all resolutions related to share issuances, investments, executive appointments, and major transactions. Any gaps or improperly executed documents will likely surface during due diligence and could delay or derail the deal. It’s best to proactively identify and fix these issues.

4. Commercial Contracts and Client Relations

Gather and organize all commercial agreements with customers, partners, and vendors. Confirm they are signed, in force, and actually being used. Pay close attention to change-of-control clauses — they may require counterparties’ consent to the deal. You’ll also need to notify your bank of any change in ownership. Requirements vary by jurisdiction, but this is a standard expectation almost everywhere. Better to check these matters ahead of time.

5. Litigation and Claims Risk Assessment

Review whether there are any ongoing or potential disputes with employees, contractors, or government authorities. Even minor claims can be used as leverage to negotiate a lower valuation.

6. Preparing a Deal-Focused Pitch Deck

Ahead of raising funds or selling a stake, prepare a short investor-focused presentation. This should include your ownership structure, jurisdictions, financials, key customers, team, investment history, and the goal of the current round. A good pitch deck helps investors quickly understand your business and vision.

This is more than just a marketing asset — it’s a signal of maturity, transparency, and deal-readiness. It can significantly accelerate negotiations and boost investor confidence.

Final Thoughts

We strongly recommend not only reviewing and completing the documents mentioned above but getting them ready for a virtual data room. This means your company’s key documents — from incorporation records and cap table to employee agreements, commercial contracts, and licenses — should be collected, structured, and legally vetted. This level of preparation will not only streamline due diligence but also send a powerful signal of professionalism and readiness to investors.

Keep in mind: preparing your startup for raising investment isn’t just about tidying up the paperwork. It’s about building a compelling, clean, and credible story for the investor. Strategic and legal readiness can increase your company’s valuation, speed up the process, and reduce risk.

The material has been prepared for the Digital Business.

Authors: Markova Viktoria, Kuheika Irina

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