As a founder, it’s crucial to have a secure and organized way to store and share information with potential investors and partners. This is where a data room comes in. A data room serves as a centralized hub for all crucial documents, facilitating easy access and sharing of information. “You want your documents in a place where when someone asks you for the data room, you can send it to them even before that conversation is done,” Jasmin says. “You can pull it up on your phone and text it to them. This will show them that you have your ducks in a row and that you know what you're doing.”
Investors are going to do their due diligence. “They're going to want to see that data room,” Jasmin says. “Your data room may not always be set up in the same way as their due diligence checklist, but if you know what's in your data room, and know where it's at, it's a lot easier for you to answer that checklist.” Oftentimes, investors will ask for financial statements, legal agreements, and contracts among other documents. For a complete list of documents and data to have prepared, check out my data room checklist for angel investors and founders.
Intellectual property is essential to consider when looking to protect your ideas, products, and brand. Without adequate IP protection, your competitors can easily duplicate your ideas and products. By protecting your IP, you can help secure your competitive advantage, safeguard your work, and gain traction from investors.
“There are different layers of protection for intellectual property,” Jasmin says. “I always tell folks to look at what you have in your marketing material and the types of products that you are putting out because certain things require you to make sure that you have certain levels of protection.”
There are four main types of intellectual property: patents, trademarks, copyrights, and trade secrets. Patents protect products and are granted by the government for a limited period. Trademarks are used to protect branding, such as a name or logo. Copyrights protect original works of authorship, such as books or software. Finally, trade secrets are any confidential information that a business uses to gain an advantage over its competitors.
By understanding the different types of IP protection available and working with an experienced attorney, like Jasmin, you can ensure that your products and ideas are protected and that your startup is set up for success.
If you're planning on sharing confidential information with someone, it's always a good idea to consider having a Non-Disclosure Agreement (NDA) in place. This is a legal contract that outlines what information you're going to share and restricts the person you're sharing it with from telling anyone else without your permission. NDAs are especially important for startups that need to share confidential information with their employees, contractors, partners, or investors.
Creating an NDA can be difficult, particularly for startups without in-depth legal knowledge. Nonetheless, it's crucial to develop an NDA that safeguards your interests and satisfies all the legal necessities. Some of the crucial components of an NDA are the definition of confidential information, the obligations of the receiver, exclusions from confidential information, the term and termination of the agreement, and remedies for violating the agreement.
However, keep in mind that asking investors to sign an NDA before you send your deck can be off-putting. Make sure that the initial introductory deck or investor memo does not have confidential information– you can get to that stage later. What you're trying to do when you're sending that initial investor memo or deck is to generate enough interest in you, as a founder, your team, and the business opportunity to help you to get to a call. Once you get that call, or get to a stage where the investors want to look at your financials, then it's more appropriate to get into an NDA.
Accredited vs. Non-Accredited Investor
An accredited investor is someone who meets the criteria set by the Securities and Exchange Commission (SEC) that allow them to invest in certain types of securities that are not available to non-accredited investors. These criteria typically include a high net worth or income level, as well as experience and knowledge in financial and investment matters. The SEC's aim is to ensure that accredited investors have the financial means and expertise to handle the risks associated with these investments.
Some of the investment opportunities available to accredited investors include private equity, hedge funds, venture capital, and certain types of real estate investments. These types of investments can offer higher potential returns but also come with higher risks and lower liquidity.
Non-accredited investors, on the other hand, do not meet the SEC's criteria for accreditation. This means that they are limited in the types of securities they can invest in. Non-accredited investors can still invest in traditional securities like stocks, bonds, and mutual funds, but they are not able to participate in some of the more exotic and potentially lucrative investment opportunities available to accredited investors.
“You're going to have a mix of accredited and non-accredited investors within your funding rounds,” Jasmin says. “It's just a matter of what forms you need to make sure that you are filing afterward.”
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