Series A data room: folders, metrics and legal clean-up.
A Series A data room proves that the business repeats: revenue by month and by customer, unit economics, retention, pipeline, plus a clean legal record covering the cap table, prior financings, employment, IP and material contracts. A Series A lead runs real diligence with outside counsel, so the room needs structure, permissions and a Q&A log.
Series A room
- 01 Summary
- 02 Corporate
- 03 Capitalization
- 04 Financials
- 05 Revenue and metrics
- 06 Sales
- 07 Customers
How it works for a startup.
At Series A the company moves from a story to a system. The lead fund wants evidence that customers buy for a reason the team understands and that spending more on sales or marketing produces more revenue. That means monthly data, cohort tables and a pipeline that ties to the forecast.
This is also the first priced round for many startups, which brings new legal work: preferred stock, a restated charter, a stockholders agreement set and a board with investor seats. Counsel for the lead will read every earlier SAFE, every option grant against board approvals, and every customer contract for change of control and assignment clauses.
Readers include partners at the lead fund, an analyst building the model, outside counsel, sometimes an accounting firm doing a quality check on revenue, and one or two co-investors. Each needs a different slice, so group-based permissions are worth setting up on day one.
Top 10 data rooms for this job.
Our five measures, re-weighted for series a. Places 11 to 17 are listed below the cards.
- Setup speed 18%
- Investor experience 18%
- Access control 25%
- Diligence tools 22%
- Startup pricing 17%
- 1 9.3/10First-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
- 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
- 3 8.2/10Strong 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
- 4 8.1/10Strong 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
- 5 8.0/10Strong 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
- 6 8.0/10Strong 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
- 7 7.7/10Good 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
- 8 7.7/10Good option
- $299 monthly
- Free trial offered
- 7/12 feature checks
- Investor Q&A
- Dynamic watermarks
- View-only and download control
- Viewer activity log
- SOC 2
- 9 7.7/10Good option
- $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
- 10 7.6/10Good 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
Show places 11 to 17
- DealRoom 7.5
- SmartRoom 7.4
- Onehub 7.0
- ShareVault 7.0
- Digify 6.8
- DocSend 6.6
- Venue by DFIN 6.6
Folder index.
A starting structure for this room. Rename folders to fit your company and keep the numbers.
Deck, investment memo, product demo, competitive overview.
Charter and amendments, bylaws, board and stockholder minutes and consents, foreign qualifications.
Cap table, prior SAFE and note documents, conversion math, equity plan, grant ledger matched to board approvals.
Monthly P&L and balance sheet for two years or since inception, bank statements, tax returns, 409A reports.
MRR or ARR by customer by month, cohort retention, net revenue retention, CAC and payback with method.
Pipeline export, win and loss notes, pricing page history, sales process description.
Top customer contracts, order forms, MSAs, any side letters or non-standard terms.
Architecture overview, roadmap, security practices, open source licenses in use.
Org chart, offer letters, contractor agreements, invention assignments, handbook, benefits.
Patents and applications, trademarks, domain registrations, assignment chain.
Material contracts, privacy and data processing terms, litigation, regulatory items.
Investor and counsel questions with dated answers.
Need every file by stage? Use the startup data room checklist.
Must-have features.
| Provider | Investor Q&A | Viewer activity log | Dynamic watermarks | View-only and download control | Two-step login |
|---|---|---|---|---|---|
| Ellty | |||||
| iDeals | |||||
| Datasite | |||||
| Ansarada | |||||
| SecureDocs | |||||
| Firmex | |||||
| Drooms | |||||
| CapLinked | |||||
| Citrix ShareFile | |||||
| Intralinks |
- Investor Q&A
- Funds and buyers ask questions against a file; you assign, answer and publish replies, and the thread stays on record.
- Viewer activity log
- Shows which investor opened which file, for how long and when, and exports the record.
- Dynamic watermarks
- Stamps the viewer email and the time across every page, so a forwarded screenshot points back to its source.
- View-only and download control
- Set each file to view only, print or download, and change it later without resending anything.
- Two-step login
- Every login needs a one-time code or an app approval as well as the password.
Set up the room in 6 steps.
- 1
Rebuild revenue from the source
Export invoices or billing data and build revenue by customer by month. Reconcile it to the P&L. Investors will rebuild it themselves.
- 2
Match every grant to a board approval
Walk the grant ledger against board consents and the 409A in force on each grant date. Fix gaps with ratifying consents before diligence starts.
- 3
Flag contract risks yourself
List contracts with change of control, exclusivity or assignment limits in a short memo. Counsel finds them anyway; flagging them first builds trust.
- 4
Set three access tiers
Summary and metrics for interested funds, everything except people files for the lead, full access for counsel. Add co-investors as a separate group.
- 5
Run Q&A with owners
Assign each question to a person on your team and set a target of one business day for answers.
- 6
Archive at closing
Export the room and the Q&A log for the closing record. Keep the live room for Series B and board reporting.
Common mistakes.
- Different ARR figures in the deck, the model and the metrics folder.
- Options granted before a 409A valuation or without board approval.
- Treating pilots and paid trials as recurring revenue in the cohort table.
- Uploading 400 files with no index, so counsel sends the same request list back.