What investors ask for in diligence, and how to have it ready before they ask
The short answer
Before a round closes, the investor's lawyer asks for everything. Your formation documents. Your cap table, plus the signed agreements behind every line of it. Every equity grant and board approval. Every SAFE, note and side letter. Proof that each founder, employee and contractor signed their work over. Your main customer and vendor contracts. And evidence you made your filings.
Founders Form AI keeps that record complete as the company operates, so the request is an export rather than a project. Assembling it under a closing deadline is the most expensive legal work a startup buys.
What it actually takes, in order
- 1
Certificate of incorporation, bylaws and every amendment
- 2
Cap table, with every entry traceable to a signed document
- 3
Every document where the board or the shareholders formally approved something, complete and in order
- 4
Your option plan, every grant, your 409A valuations, and proof the 83(b) elections were filed
- 5
Every SAFE and note, the side letters with them, and whatever you promised inside those
- 6
IP assignments from founders, employees and contractors
- 7
Material commercial contracts
- 8
Franchise tax and state filings
What actually goes wrong
It is almost never that a company did anything wrong. It is that the paperwork got done out of order, or got done and never filed. Rebuilding the sequence months later takes hours nobody budgeted for.
What you get
You stop assembling anything. The record stays complete as you go, and every number traces back to a signed document.
When the request list arrives it exports in one click.
And the gaps, if there were any, were surfaced and closed long before anyone asked for them.
What it costs
Traditional startup firm
Billed hourly
Diligence preparation under a closing deadline is urgent, hourly work — the most expensive legal a startup buys.
Founders Form AI
Included
Continuous diligence readiness comes with the record. There is no separate diligence product to buy.
Request-list composition reflects standard market practice as of 2026-08-20.
Common questions
What is a due diligence request list?
The set of documents an investor's counsel asks for before a round closes: formation documents, the cap table with supporting agreements, every equity grant and board approval, every SAFE, note and side letter, IP assignments from founders, employees and contractors, material commercial contracts, and evidence of filings.
How long does startup diligence take?
Days if the records are complete, weeks if they are not. The delay is almost never a legitimacy problem. It is that paperwork was done out of order, or done and never filed, and reconstructing the sequence months later takes hours nobody budgeted.
What do investors most often find?
Equity issued without board authorization, a 409A that expired before grants were made against it, IP never assigned from an early contractor, and a cap table that disagrees with the documents behind it. All four are cheap to fix early and expensive to fix under a closing deadline.
What usually comes next
We surface what they will find, then fix it with an attorney
Founders Form AI reads everything you have signed and returns the gaps an investor's counsel would raise — before they raise them. Then each one gets fixed as a workflow with a licensed attorney's signature, at a price published before you order.
- Equity issued without the board consent behind it
- Options priced off a 409A valuation that had already expired
- IP never assigned from a founder, an employee or an early contractor
- A cap table that disagrees with the documents it is supposed to come from
Finding them is free. Fixing them is $500 per workflow with attorney review, back in about two hours — against hourly cleanup under a closing deadline, which is the most expensive legal a startup buys.
