Opinion

September 3, 2026

Before You Fundraise, Make Sure Your Company Is Real

William Tavel

Building the plane while it is taking off - Image generated by AI
Building the plane while it is taking off - Image generated by AI

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I have seen all sides of the startup fundraising journey, working firsthand as an operator trying to make a startup investable, on the investment side doing technical due diligence for the World Bank Group, and now as the Director of Case Western Reserve University's Veale Institute for Entrepreneurship Accelerator.

I can tell you with conviction: If you're building a company and seeking funding, you need to provide tangible proof before asking someone to fund your promise.

This is Part One of a series about narrative storytelling in startups. Although, this is not the most exciting part. It is however important that this is the first, simply because getting it right is so fundamental. I hope you're able to slog through this talk of insurance and share issuance so we can get to the exciting stuff next.

But first, something on that storytelling I mentioned: a good pitch deck paints a picture of endless opportunity just waiting to be seized, and gets meetings. But the company behind the pitch needs to be able to survive the monumental challenge of operating a startup in a world of uncertainty, and make it look graceful. So while a compelling pitch may open an investor's door, they also have the ability to look past bullshit, so their diligence will determine whether or not you are worthy to walk through that door.

Filing is only the beginning

So your startup filed as a Delaware C Corp. Congratulations! It's a big step in realizing your company, but it is just the first in creating a functional organization. Now you should be able to produce formation and governance docs, initial organizational actions, D&O (director and officer) or manager appointments, major approvals, and signing authority. Relevant founder, employee, and contractor intellectual property and confidentiality agreements should be signed and readily accessible. This may seem like just a whole bunch of busywork and unnecessary codification, but each document serves a critical purpose in de-risking your company.

The practical test is: can you prove who can speak for the company, and can the company prove it owns what it claims to own?

You are not expected to be an ace attorney, but "I think we signed that at some point" is not exactly a winning diligence strategy either. Ask for help if you need it - and learn who to ask what.

Bring the receipts, or you haven't done anything yet

A cap-table spreadsheet can be color-coded, formula-driven, and beautifully formatted. On the other hand, it only shows ownership; it doesn't grant it. A spreadsheet can model ownership, but by itself it does not authorize or issue equity.

Reconcile your cap table against real source documents. Approvals for issuance, signed purchase or grant agreements, consideration or payment records, option plans, SAFEs or notes, and appended vesting terms - these are the real legal documents that matter when it comes to ownership. Anything, and I do mean anything, you can't find or is unexplainable is cause to ask a lawyer for help. Although the cap table spreadsheet may be prettier, the legal documents (or lack thereof) have the upper hand in court. Issues better be resolved before an investor starts sniffing around.

Governance and risk are trust signals

Governance sounds like something boring a company ought to think about once it reaches a certain headcount, but that couldn't be further from the truth. Even a small company needs a clear answer to one simple question: Who decides?

Make sure the board or other governing body is properly assembled for the entity and stage. That doesn't necessarily mean you need an army of directors. You simply need structure for future growth. Keep the bylaws or operating agreement, minutes, written consents, delegations, and signing authority organized and navigable. The goal here is not to collect a backlog of meeting transcripts and minutes like a harried archivist. Rather, it is important to build a clear, shareable record for your business.

Risk deserves the same attention. Ask a qualified insurance broker or advisor what coverage fits your operations. General liability, D&O, cyber, professional or errors-and-omissions, workers' compensation, and industry-specific coverage are all categories to evaluate. It's not a one-size-fits-all approach, because the needs of your company will dictate the level of coverage you need. Medical devices will have different insurance needs than a digital tool. Seek out an expert and listen to their advice. Lawsuits decimate startups, and if you want any chance to fight them, you need insurance.

Getting business insurance can feel like checking a box, but use the opportunity to better understand the risks created by your contracts, facilities, data, services, team, board, and industry. As you continue operating, being risk-aware will help you take reasonable measures to mitigate those risks.

Build a data room people can actually use

Every story needs a narrator, and the best data rooms show a narrative story of your business. Choose one internal owner and one source of truth for your data room. Just like a book organized in chapters and pages, use an index, numbered folders, descriptive filenames, and dates to make navigating your story seamless. If you can't find it, it doesn't exist.

A safe and reliable space to house your data room is essential. Carta and Pulley are equity management platforms that offer dedicated data room features. Google Drive can work as a general document storage with folder- and role-based sharing controls. Any system like these can work to house a data room; each has its pros and cons depending on your team. The best system is the one your team can keep current, permission correctly, and open without a support call. But also, a word of warning: don't confuse accessible with public, or organized with overengineered.

Make the documents tell one unified story

A useful data room is evidence. Start with an index and a current company or financing overview. Establish corporate and capitalization realities before moving through financial, product, customer, team, and financing evidence. Every major claim in the pitch should lead to a current document or metric. Claim to be lead-free? Have 99% efficacy at curing a disease? Okay. Show me that.

If something unusual needs context, add a short, accurate "read-me" note. I understand the urge to put your best foot forward and show off the best of what you do. That said, you will have a much better time being upfront about gaps than being caught in a lie. Do not make an investor discover a discrepancy, and certainly do not invent an explanation.

In the era of AI, creating a shareable company wiki where files are interconnected and interact seamlessly is becoming increasingly possible. If your pitch deck is a prelude to what you do, your data room is the symphony; treat it with the love and narrative care it deserves. Yes, even those cash flow statements can be put into company branding, properly named, and organized by date.

Before you fundraise, can you say yes to the following for your data room?

  • Are formation, governance, IP-assignment, and confidentiality records current and executed?
  • Does the cap table reconcile to approvals, signed instruments, consideration, and vesting terms?
  • Are board composition, decision rights, major actions, and signing authority documented?
  • Have insurance needs been reviewed with a qualified professional?
  • Does one person own the data room, its permissions, and its update cadence?
  • Are old versions archived, and current documents obvious?
  • Has access been tested from outside the company?
  • Does every material pitch claim have supporting evidence or a clear explanation?

No early-stage company is perfectly tidy and investors know that. Gaps happen, and not everything will be buttoned up. But surprises, contradictions, or confident claims without proof erode trust.

As your new, self-appointed and remote head of diligence-prep, here is my homework for you: open your pitch deck and circle one material claim you cannot yet prove with a current, executed document. Find the proof, fix the gap with the right advisor, or explain it before an investor even has to ask.

William Tavel is Director of the Veale Institute for Entrepreneurship Accelerator at Case Western Reserve University in Cleveland, Ohio.

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