Welcome back to The Cap Table Newsletter! This bi-weekly newsletter will share key insights on angel investing, start-ups, and investment opportunities.
This week, we’re covering something every founder needs before they start raising: The Data Room.
Because great decks get you meetings. But great data rooms close the round.
If an investor asks for your data room and you say “I’ll send it tomorrow,” you’re already behind.
Let’s break down exactly what belongs inside, how to structure it, and what signals it sends about you as a founder.
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Step 1: Start with the Story
Before any investor opens a single file, they’re looking for narrative consistency.
Your deck, financial model, and data room should all tell the same story. If your pitch says you’re raising $2M to extend runway for 18 months, but your model shows a 9-month runway, credibility drops immediately.
Lead with a clean folder titled: CompanyName_DataRoom_2025
Inside, your first file should always be:
A one-page overview
Your most recent deck
A short “Read Me First” note that gives context (stage, round size, lead investor if any, and contact info)
You’re setting the tone before the deep dive begins.
Step 2: Core Company Documents
Every investor will expect to see:
Certificate of Incorporation
Cap Table (fully diluted, including SAFEs and option pool)
Shareholder agreements and voting rights
IP assignments confirming everything is owned by the company
Board structure or governance details if applicable
If you’ve raised before, include prior financing docs and a short summary of terms.
Pro tip: include a one-page index with short descriptions of each file. It saves investors hours and makes you look prepared.
Step 3: The Financial Section
This is the first place investors will look to test how you think about money.
Include:
Historical financials (even if it’s just expenses and burn)
Projected P&L and cash flow for 18–24 months
Key assumptions: hiring plan, growth drivers, and unit economics
No one expects CFO-level modeling, but clarity matters. Investors want to see intention, not perfect forecasts.
Step 4: Metrics That Matter
Every great data room includes a metrics dashboard.
Show progress, not perfection.
Revenue or GMV
CAC, LTV, payback period
Retention and churn
Usage or customer growth
Pipeline and conversion metrics
If you’re pre-revenue, focus on engagement, waitlist size, or pilot feedback. If you’re post-revenue, highlight consistency and trendlines, not vanity spikes.
Charts outperform paragraphs every time.
Step 5: The Team Folder
Investors don’t just invest in markets; they invest in teams.
Include:
Team bios with past experience and relevant wins
Organizational chart (especially if later stages)
Upcoming key hires
If you’re a technical founder, add prior projects or research highlights. If you’re a repeat founder, link to previous products or exits.
You want investors to think, “These are the right people to solve this problem.”
Step 6: Product Overview
Bring your vision to life.
Include:
Product demo video or Loom walkthrough
Screenshots, prototype links, or a live demo environment
Customer feedback and roadmap
If you’re in stealth, use a short password-protected demo or walk investors through visuals in a Notion page. Add a one-pager explaining the core innovation in simple terms so anyone on the diligence team can understand it.
Step 7: Customer & Market Data
This is where you prove the opportunity is real.
Include:
TAM, SAM, SOM analysis
Market trends or third-party validation
Customer or pilot summaries (without sensitive data)
Case studies or testimonials
Make sure these align with what you’ve pitched. Investors notice when the story changes between your deck and your data room.
Step 8: The Optional but Impressive Folder
Small touches that separate great founders from average ones:
Monthly investor updates or mock updates
Press coverage
Partnership MOUs
Security or compliance docs if relevant
These show you’re already operating like a venture-ready company.
Step 9: Create One Seamless Link
The best data rooms I’ve seen aren’t a stack of random Google Drive folders. They’re a single, organized link that makes an investor’s experience frictionless.
Notion is a game-changer here.
Top founders are now building fully integrated Notion data rooms with:
A sidebar navigation for each section (Deck, Metrics, Team, Product, Legal)
Embedded charts and Looms
Dynamic updates that replace endless file uploads
Instead of emailing new files, you update one page and everyone instantly sees the latest version.
If you prefer Drive or DocSend, keep one master index page that links out to each folder. The goal: one link, zero confusion.
And always preview it from an external account to ensure permissions are correct. Nothing kills momentum faster than an “access denied” screen.
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Final Takeaway
Your data room isn’t just a folder. It’s a reflection of how you build.
A cluttered data room signals chaos. A clean one says, “This founder runs tight.”
Don’t wait until diligence starts to organize it. The best founders keep theirs updated monthly - even when they’re not raising. When opportunity knocks, they’re ready to hit send.
My Take
Every founder thinks the pitch is what closes the round. But investors make decisions based on what happens after the pitch.
When they open your data room, they aren’t looking for perfection. They’re looking for trust signals.
You’re showing them how you think, how you operate, and how you communicate.
The founders who raise effortlessly aren’t better storytellers. They’re just more prepared.
If your data room isn’t built yet, start today. Make it clean, make it current, and make it one link you’d be proud to share.
Until next week, Elana ✌️
Resources
If you enjoyed this week’s newsletter - feel free to check out some of our past articles:
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Disclaimer: The Cap Table DOES NOT provide financial advice. All content is for informational purposes only. The Cap Table is not a registered investment, legal, or tax advisor or a broker/dealer.
