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Diligence readiness assessment.

Eighteen questions across the five categories diligence counsel actually reviews. You get a category-level score, the specific gaps that will surface in a financing or M&A, and a remediation list. Designed to be run 8–12 weeks before the data room opens, so you can fix problems on your own schedule.

  • Takes about 4 minutes
  • Five categories: records bundle, cap table, IP & employment, compliance, transfer history
  • Score appears immediately, no email required
  • Optional emailed PDF with the per-category breakdown and remediation steps
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Email me a PDF with the per-category breakdown.

We’ll send a written report with your category scores, every question with your answer, what each gap means in diligence, and the specific fix, useful for sharing with your co-founder, board, or counsel.

We’ll send the PDF and occasional corporate-records tips. Unsubscribe any time. We don’t share your email.

The five categories diligence counsel actually reviews.

The records health check covers ongoing hygiene. This assessment goes deeper, into the specific items that get reconciled in a financing or M&A diligence engagement.

Records bundle

Articles and amendments, bylaws as currently in effect, complete minute book with every authorizing resolution, and a chronologically-ordered records file.

Cap table & ownership

Cap table that ties to the share register on the current date, every option grant traced to a board resolution, SAFEs and notes documented with conversion mechanics.

IP & employment

Founder IP assignments, employee invention assignment + NDA agreements, contractor work-for-hire, 83(b) elections filed and copies retained.

Compliance & filings

Annual returns current, beneficial-ownership filings (ISC / PSC / FinCEN BOI) up to date, securities filings (Form D, blue-sky) complete, foreign qualifications where required.

Transfer history

Every transfer documented, transfer restrictions (ROFR, board approval) honoured each time, old certificates cancelled and retained, no off-system transfers.

Run this 8 to 12 weeks before the data room opens.

The point of a diligence readiness assessment is to surface the gaps on your own schedule, not in response to a diligence request. Every remediation in the breakdown below has a known fix; almost all of them are far cheaper to address before a transaction than during one.

FAQ

Common questions

The corporate records health check covers ongoing records hygiene with 10 questions. This assessment is deeper: 18 questions organized into the five specific categories diligence counsel reviews in a financing or M&A. It produces per-category scores so you can target remediation by area, not just by question.

Eight to twelve weeks before the data room opens. The point is to surface gaps when you still have time to remediate without the deal team watching. For corporations actively preparing for a financing round, M&A, or sale, running this twice (once early, once after fixes) is the standard pattern.

Above 75% overall, with no single category below 60%. Diligence counsel will surface anything weak, even if the overall picture is good, so the per-category breakdown matters more than the headline number. A 80% overall with one category at 40% is more concerning than a 70% overall with every category at 65–75%.

No. This is a self-diagnostic that surfaces the patterns that most commonly fail in diligence. A real diligence engagement reviews every document, traces every authorizing resolution, and verifies every claim. Use this assessment to know where to focus before the real engagement begins.

Pick the more pessimistic option. The cost of being too optimistic and having a gap surface in diligence is much higher than the cost of being a little hard on yourself here. If you're unsure whether your IP is properly assigned, the answer is "partially."

Start with whichever category scored lowest. Records bundle gaps (missing resolutions, incomplete minute book) are usually the cheapest to fix early. IP and employment gaps (unsigned invention assignments, missing work-for-hire) often require chasing former contributors, so start those early too. Compliance filings can be brought current relatively quickly. Cap table reconciliation is the deepest work and often needs counsel.
Diligence-ready, by construction
Run the diligence prep, before the request lands.

Octelligence keeps the records reconciled as the corporation operates: registers match certificates, cap tables build from registers, resolutions tie to the actions they authorize. The diligence bundle is always already there.

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