Data room for an equity crowdfunding raise.
For a Regulation Crowdfunding raise, the data room is your working file for the Form C, the financial statements at the required level of review, the offering terms and the records the funding portal checks. Public investors see the portal page and the filing; the room is where you, your counsel, accountant and portal assemble and keep the evidence.
Equity crowdfunding room
- 01 Form C
- 02 Financial statements
- 03 Offering terms
- 04 Portal diligence
- 05 Company records
- 06 Risk factors and disclosures
- 07 Marketing review
How it works for a startup.
Regulation Crowdfunding lets a US company raise up to $5 million in a 12-month period from the public, including non-accredited investors, through a single SEC-registered funding portal or broker-dealer. The company files Form C with the SEC before the offering and annual reports afterwards.
The level of financial statements depends on how much you raise. Smaller offerings can use statements certified by the principal executive officer, larger ones need statements reviewed by an independent accountant, and the largest generally need audited statements, with some relief for first-time issuers. Check the current thresholds with your accountant, as the SEC adjusts them.
The portal runs its own diligence on the company and its officers, including background checks. Investor questions are answered publicly on the portal. A data room keeps the filing documents, portal requests, marketing materials and investor communications in one record, which matters because Reg CF has rules on what you may say outside the platform.
Top 10 data rooms for this job.
Our five measures, re-weighted for equity crowdfunding. Places 11 to 17 are listed below the cards.
- Setup speed 25%
- Investor experience 14%
- Access control 19%
- Diligence tools 17%
- Startup pricing 26%
- 1 9.5/10First-rate
- $149 monthly
- 14-day free trial
- 8/12 feature checks
- Investor Q&A
- NDA e-signing
- Dynamic watermarks
- View-only and download control
- SOC 2 (hosting)
- 2 8.3/10Strong pick
- $250 monthly
- Free trial offered
- 8/12 feature checks
- Investor Q&A
- NDA e-signing
- Dynamic watermarks
- View-only and download control
- SOC 2
- 3 8.2/10Strong pick
- Quote only
- Free trial offered
- 9/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- GDPR
- 4 8.1/10Strong pick
- Quote only
- Free trial offered
- 7/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- 5 8.0/10Strong pick
- Quote only
- Free trial offered
- 8/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- 6 7.9/10Strong pick
- $55 monthly
- Free trial offered
- 9/12 feature checks
- NDA e-signing
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- HIPAA
- 7 7.9/10Strong pick
- $299 monthly
- Free trial offered
- 7/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- 8 7.9/10Strong pick
- Quote only
- Demo, no trial
- 10/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- GDPR
- 9 7.6/10Good option
- $15 monthly
- Free trial offered
- 6/12 feature checks
- Dynamic watermarks
- Viewer activity log
- Bulk folder upload
- Mobile app
- SOC 2
- 10 7.5/10Good option
- Quote only
- Demo, no trial
- 8/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- ISO 27001
- GDPR
Show places 11 to 17
- DealRoom 7.5
- Intralinks 7.4
- SmartRoom 7.3
- Digify 7.2
- DocSend 7.1
- ShareVault 7.0
- Venue by DFIN 6.5
Folder index.
A starting structure for this room. Rename folders to fit your company and keep the numbers.
Drafts, final filing, amendments and progress updates.
Statements at the required level (certified, reviewed or audited) and the accountant's report.
Security type, price or cap, minimum and maximum target, deadline.
Portal questionnaire, officer and director background check consents, responses.
Charter, bylaws, board consent for the offering, cap table.
Drafts reviewed by counsel, use of proceeds.
Every ad, email and social post with counsel sign-off, testing-the-waters material.
Updates posted on the portal, answers to public questions.
Annual Form C-AR filings and supporting statements.
Need every file by stage? Use the startup data room checklist.
Must-have features.
| Provider | Viewer activity log | Bulk folder upload | Investor Q&A | NDA e-signing |
|---|---|---|---|---|
| Ellty | ||||
| SecureDocs | ||||
| iDeals | ||||
| Firmex | ||||
| Ansarada | ||||
| Citrix ShareFile | ||||
| CapLinked | ||||
| Datasite | ||||
| Onehub | ||||
| Drooms |
- Viewer activity log
- Shows which investor opened which file, for how long and when, and exports the record.
- Bulk folder upload
- Drag a whole folder tree in at once and keep its numbering.
- Investor Q&A
- Funds and buyers ask questions against a file; you assign, answer and publish replies, and the thread stays on record.
- NDA e-signing
- Investors sign the NDA or click-through terms before the room opens.
Set up the room in 5 steps.
- 1
Confirm the raise size
Set a minimum and maximum target within the $5 million annual cap and check which financial statement level that requires.
- 2
Book the accountant early
A review or audit takes weeks. Start it before you finish the Form C narrative.
- 3
Pick a portal and share the room
Give the portal's compliance team a group with company records and officer documents for their checks.
- 4
Log every marketing item
Reg CF limits advertising outside the platform. Store each item with counsel approval before it goes out.
- 5
Plan for annual reports
Keep a folder for annual Form C-AR filings, which continue after the raise until an exit condition applies.
Common mistakes.
- Advertising terms of the offering outside the rules for off-platform communications.
- Starting the financial review too late and missing the launch date.
- Forgetting the ongoing annual reporting duty after the campaign closes.