VC Due Diligence Checklist: What to Review at Pre-Seed, Seed and Series A

A due diligence checklist helps a venture investor turn a potential investment into answerable questions. Its most useful role is to make the evidence, remaining uncertainty and next decision visible. The level of diligence should follow the maturity of the company and the consequences of getting a key assumption wrong.

Use this checklist as a starting point for question-driven diligence. Add questions for regulated markets, deep technology, hardware or other specific company risks.

Initial screen: establish fit and the decision owner

Confirm the company and founder identity, stage, geography, financing timeline, proposed check size and fit with the fund's investment mandate. Record the source of the introduction and the investor responsible for responding. Identify whether the next decision is a meeting, a decline or a move into diligence.

Pre-seed: test the people and the problem

At pre-seed, revenue evidence may be scarce. Investigate founders' relevant ability, customer pain, product feasibility and the speed at which the team learns. Interview prospective buyers or domain experts. Review demonstrations, prototypes or technical experiments where available.

Evidence requests: founder biographies and references; product demonstration or technical plan; customer discovery notes; financing documents; current capitalization; monthly cash plan. Treat forecasts as assumptions and record milestones the new capital is intended to finance.

Seed: examine early repeatability

At seed stage, look for signs the initial product creates recurring value for a definable customer group. Review usage cohorts, customer concentration, pricing experiments, early sales efficiency and how the operating model could change at higher volume.

Evidence requests: customer-level usage or billing export, churn and activation definitions, early cohort retention, contracts or invoices where relevant, product roadmap, recent financing agreements, hiring plan and cash runway. Ask which users are included in each reported figure.

Series A: underwrite the operating engine

A Series A analysis can test whether new capital has a credible path to accelerating repeatable growth. Examine customer acquisition channels, expansion and renewal behavior, CAC and CAC Payback, NRR and GRR, gross margin and forward cash needs. Segment the data so a single blended metric does not hide weak cohorts.

Evidence requests: period-consistent financial statements and operating model; monthly customer or transaction cohorts; sales pipeline and customer references; staffing costs; cap table and rights; debt and material legal obligations. Reconcile reported metrics to dated source records.

Transaction and governance checks at every stage

Review the legal entity, securities to be purchased, outstanding convertible instruments, option pool, investor rights and material obligations. Determine which issues need specialist legal, tax, regulatory or technical advice. The NVCA model legal documents provide a reference for many US priced equity financings, with actual executed documents controlling each transaction.

Use an evidence-and-decision checklist

For each material question, record: the hypothesis being tested; source and date of evidence; conclusion; uncertainty or conflicting evidence; owner; requested follow-up; and whether the gap blocks the decision. A claim made in a slide deck can be logged before its verification is complete.

For example, a company reports 120% annual NRR. Ask for the starting customer cohort, expansion, contraction and churn by segment for that specific year. Assign the review before treating the figure as evidence of broad revenue durability.

Close diligence with an explicit recommendation

The team should identify what it knows, which assumptions it accepts, and what would change its recommendation. Investment memo preparation turns those findings into an approval request. Treto's Diligence workspace supports the source-backed questions and review history; decisions and formal transaction checks remain with the fund and its advisers.

Questions investors ask

How much diligence should a pre-seed fund perform?

Pre-seed diligence should concentrate on assumptions that determine the investment case, such as the founders' capability, whether a meaningful problem exists and whether the product can be built. The available evidence may be qualitative, so record its provenance and the major risks the fund is choosing to accept.

How should a diligence checklist change at Series A?

A Series A checklist can add reproducible revenue, retention, customer-acquisition and cash data, with accounting and cohort definitions. It should also test the proposed scale-up plan against financing requirements and management capacity. Specialized legal and commercial questions still follow the actual business model.