Company Secretary & Startup Compliance Firm in Delhi NCR & India | Bhavya Sharma and Associates
Achieve investor readiness and acquisition preparedness through comprehensive due diligence preparation and red flag resolution. Bhavya Sharma and Associates specializes in complete due diligence services including 147-point investor evaluation checklist completion, legal document compilation, financial statement standardization, tax compliance verification, cap table reconciliation, IP protection documentation, and virtual data room organization across Delhi, Bangalore, and Gurgaon. From financial due diligence to legal compliance and operational assessments, we transform disorganized startups into due-diligence-ready entities that close funding and M&A deals faster and at premium valuations. Poorly prepared due diligence delays funding by 3 to 6 months and reduces valuation by 20 to 30 percent through buyer discounts for perceived risk. Proper due diligence preparation accelerates deal closure and maximizes founder exit value.
Over 78,000 founders search for due diligence preparation and investor readiness guidance monthly. Yet 72 percent of startups lack organized due diligence documentation causing deal delays and valuation discounts. Critical reality: Hastily prepared data rooms with missing documents and financial discrepancies signal operational chaos to investors and buyers. Example: A startup missing 2 years of complete financial statements faces 6-month deal delay and 25 percent valuation reduction. Founder delay on due diligence costs 40 to 60 million rupees in lost deal value. Proactive due diligence preparation is investor confidence insurance.
Due diligence is the comprehensive assessment process investors and acquirers conduct to verify startup viability, assess risks, and validate valuations. Understanding investor expectations enables founders to prepare systematically and demonstrate professionalism.
What Is Due Diligence and Why Preparation Matters
Buy-Side vs Sell-Side Due Diligence
Understanding different due diligence approaches helps founders prepare optimal responses.
Buy-Side Due Diligence Investor or Acquirer Perspective
Sell-Side Due Diligence Vendor Due Diligence VDD
Q1: When should I start preparing for due diligence?
Answer: Begin due diligence preparation 6 to 12 months before anticipated fundraising or acquisition approach. Do not wait for investor interest. Proactive preparation accelerates deal when investor approaches.
Q2: How long does due diligence process take?
Answer: Typically 4 to 12 weeks depending on investor rigor and startup document readiness. Well-prepared startups complete in 4 to 6 weeks. Poorly prepared startups extend to 12 to 16 weeks.
Q3: What are most common red flags investors discover?
Answer: Financial discrepancies between books and GST returns. Founder alignment and exit plan documentation. Cap table confusion. IP ownership unclear. Customer concentration high. Unit economics negative.
Q4: What documents are essential for data room?
Answer: Audited financials 2 to 3 years, cap table, customer contracts, employment agreements, IP registrations, tax returns, board minutes, founder agreement, investor agreements, corporate documents.
Q5: Can I use spreadsheet for cap table or must I use software?
Answer: Spreadsheet acceptable for pre-Series A. Recommended to move to software at Series A for investor access and audit trail. Platforms like Eqvista or Carta standard.
Q6: How do I resolve cap table discrepancies discovered during due diligence?
Answer: Reconcile cap table with ROC records, share certificates, and investor agreements. Resolve conflicts through additional documentation or amendment resolutions. Complete reconciliation before investor sign-off.
Q7: What if my revenue has been declining recently?
Answer: Proactively explain external factors. Present turnaround plan with specific initiatives and timeline. Show pipeline for future customers. Demonstrate market opportunity remains. Investors prefer transparency over surprises.
Q8: How do I protect IP before due diligence?
Answer: Execute IP assignment agreement with all founders and key employees assigning all IP to company. Register trademarks and patents early. Obtain IP opinion letter from legal counsel. Maintain IP documentation in data room.
Q9: Should I disclose all pending litigation or regulatory issues?
Answer: Yes absolutely. Non-disclosure of known issues destroys investor trust and can trigger deal termination post-closing. Proactive disclosure with mitigation plan better than surprise discovery.
Q10: How many years of financial statements do investors typically require?
Answer: Investors typically request 2 to 5 years depending on startup age and stage. Pre-revenue startups provide management accounts projecting forward. Mature startups provide complete 5-year history.
Q11: What if I have missing historical financial records?
Answer: Reconstruct from available documents including bank statements, GST records, tax returns. Provide explanation of record availability. Have auditor opine on reconstructed statements if possible.
Q12: How do I organize complex cap table with multiple investor classes?
Answer: Use cap table software showing all shareholder classes including preferred shares, options, SAFEs. Show waterfall analysis of liquidation preference. Provide clear conversion mechanics for each class.
Q13: Should I hire external party to conduct due diligence review?
Answer: Yes recommended especially for Series A and beyond. External party identifies blind spots founders may miss. Third-party review signals professionalism to investors.
Q14: How long should data room access be available to investors?
Answer: Maintain data room throughout due diligence period typically 6 to 12 weeks. Post-closing, data room archived for investor reference. Maintain for at least 2 to 3 years for potential disputes.
Q15: What if I disagree with investor interpretation of due diligence findings?
Answer: Present supporting documentation or expert opinion supporting your position. Have candid discussion on interpretation differences. Negotiate resolution before deal closure.
Q16: How do I address high customer concentration during due diligence?
Answer: Present customer diversification plan. Show pipeline for new major customers. Demonstrate customer relationships remain strong despite concentration. Propose escrow or retention mechanism reducing buyer risk.
Q17: Should I conduct mock due diligence before investor approach?
Answer: Yes highly recommended. Hire external party to conduct mock due diligence identifying gaps. Address findings before actual investor due diligence. Preparation worth 20 to 30 percent valuation premium.
Q18: How should I handle employee non-compete and confidentiality documentation?
Answer: Provide employment agreements signed by all employees containing confidentiality and non-compete provisions. If missing, obtain retroactive employee sign-off on updated agreements.
Q19: What cybersecurity documentation do investors require?
Answer: Security audit or penetration test results from reputable firm. Data protection compliance documentation. Incident response plan. Insurance coverage for cyber incidents.
Q20: How do I explain founder vesting gaps or unusual equity structures?
Answer: Document rationale for equity allocation based on founder contributions. Explain any deviations from standard 4-year vesting with cliff. Investor understanding of founder circumstances reduces concerns.
Q21: Should I disclose failed prior ventures or entrepreneurial history?
Answer: Yes. Investor research may discover history anyway. Proactive disclosure with lessons learned demonstrates transparency. Most investors value experience from failed ventures.
Q22: How far back should I maintain audited financial statements?
Answer: Minimum 2 to 3 years. Recommended 5 years for mature startups. Longer history shows financial trajectory and sustainability.
Q23: What if I have pending litigation or regulatory investigation?
Answer: Disclose immediately with full context. Provide legal opinion on likely outcomes. Present mitigation plan. Non-disclosure upon discovery causes deal termination and destroys investor trust.
Q24: How do I ensure data room security and confidentiality?
Answer: Use established VDR platform with encryption and access controls. Limit access to need-to-know team members. Monitor access logs. Require confidentiality agreement from all data room users.
Q25: When can I clean up or delete old documents from data room?
Answer: After due diligence completion and deal closure, archive documents off main data room. Maintain complete archive for 2 to 3 years minimum for potential disputes or follow-on investigations.
Bhavya Sharma and Associates specializes in comprehensive due diligence preparation and investor readiness including 147-point checklist completion, red flag identification and resolution, financial statement standardization, cap table reconciliation, legal document compilation, IP protection verification, and virtual data room organization for startups across Delhi, Bangalore, and Gurgaon. From pre-investor assessment to investor-ready certification, we transform unprepared startups into due-diligence-ready entities closing faster and at premium valuations.
Available in: Delhi, Bangalore, Gurgaon, and pan-India delivery.
Services: 147-point due diligence checklist completion and assessment, red flag identification and remediation, financial due diligence and statement standardization, legal compliance and contract documentation, cap table reconciliation and cleanliness, IP protection verification and registration, tax compliance review and assessment, operational process documentation, mock due diligence and third-party review, virtual data room setup and organization, investor readiness certification, sell-side due diligence and vendor preparation, buy-side due diligence support, post-closing audit support.
147-Point Framework Expertise: Systematic completion of comprehensive investor evaluation checklist. No blind spots or missed items.
Related Services Available: M&A Advisory, Shareholders Agreement, Cap Table Management, Financial Due Diligence, Startup Compliance.
