Investment Committee Memo Template
Four documents and three sheets that carry every headline figure on two definitions, the deck's and the one the data room actually supports.
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Investment Memo
[Company] — [Series _] — Investment Committee, [date]
Deal lead and diligence support named. Every figure carries its source in the Metric Summary sheet, and every figure with no support is marked absent and becomes a request rather than an estimate.
1. Recommendation
One line: the check, the round, and the pre-money you are recommending, which is not always the pre-money on the term sheet.
What would change this. The specific documents that would move the recommendation, and what each one is worth in turns of the entry multiple.
3. The two sets of numbers
| Metric | Deck | Data room supports | Gap |
|---|---|---|---|
| Recurring revenue | — | — | — |
| Entry multiple at proposed pre | — | — | — |
| Year on year growth | — | — | — |
| Net dollar retention | — | — | — |
| Gross margin | — | — | — |
| Payback on acquisition cost | — | — | — |
Both definitions get written out in words rather than abbreviated. The row that decides the memo is the one where a fixed pre-money produces two different multiples.
11. What the committee is being asked to decide
The numbered decisions, ending with whether to vote before the outstanding requests arrive.
A deck puts annual recurring revenue at 14.2 million dollars. The contract register in the same data room supports 11.9 million, counting only subscriptions with twelve months or more of remaining term and leaving out three unpaid pilots. Both figures are arithmetically correct. At the round's 96 million dollar pre-money, one of them is 6.76 times revenue and the other is 8.07 times. Holding the multiple the deck's own number implies puts the price at 80.5 million, so 15.5 million dollars sits inside a definition nobody wrote down.
Every investment memo template you can download is a list of section headings. Eleven of them, or fourteen, with a note on what belongs under each. None answers the question that actually stalls an associate: what to write when the figure a section needs is not in the deck at all. This pack carries each metric twice, with both definitions spelled out in words and the source document on the row. Figures with no support get marked absent rather than filled in with a benchmark.
A private company follows none of the rules a public filer does, and one of them is still the right test. Item 10(e) of Regulation S-K bars a registrant from smoothing a charge as non-recurring when a similar one landed in the prior two years. Regulation G makes any adjusted measure arrive beside its comparable one. Run that window over the deck's own definitions, which is where a pitch deck analysis starts.
What is in the pack
Metric Summary
One row per metric with both definitions written out in words, the source document and page, the arithmetic where the figure was derived, and the deal model line it moves
Comparable Analysis
Five comparables each carrying the reason it belongs and the reason it might not, with the two exclusions recorded below the median instead of deleted
Risk Matrix
Every finding tied to the model line it moves and quantified where the documents allow, with occurred as a fourth likelihood value beside likely, possible and unlikely
Investment Memo
Eleven sections with the two revenue figures on page two, written for a partner who never met the founders and has to vote anyway. Once it passes, the recommendation becomes the thesis a 100-day plan has to trace every post-close initiative back to
Risk Register
The argument behind each matrix row, with the case for the risk and the case against it, because a register with one side is a list of worries
Open Question Note
Each absent figure as a request naming the file, the period and the system it comes from, plus what memo section it is holding up
Committee Presentation Outline
Nine slides that open on the recommendation and the price arithmetic rather than reaching valuation in the last ten minutes
Open Question Sweep
Runs against the absent rows and flags any request still outstanding inside a week of the committee date, which is when a deferral becomes likely
How it works
- 1
Send the deal
The deck, the model if you were given one, the data room or its index, your reference notes, and the terms as proposed.
- 2
Build the metric summary first
Each headline figure gets the definition that produces it, then the definition the documents support. Figures with no support are marked absent, never estimated, and become requests.
- 3
Carry every gap to the price
A fixed pre-money over two revenue figures is two multiples. The gap in turns, and the price that holds the deck's own multiple, is the memo's opening paragraph.
- 4
Write the memo, then walk it back
Every figure in the memo and on every slide is checked against the sheet it came from. Where they disagree the sheet gets fixed, not the slide.
Frequently asked questions
Which recurring revenue figure is the right one?
Both, for different questions. The company's figure answers what the business collects today if nothing changes. The contracted figure answers what it collects if every account exercises its exit rights. The one that matters is whichever the price was negotiated against, and the memo's job is to say which that was.
Is this a deal memo or a full committee memo?
A full one. A deal memo written after a first meeting has the deck and nothing else, and this pack marks almost every row absent, which is a useful two-page output. The eleven-section structure and the two-definition sheet are built for the document a partnership actually votes on.
Does it price the round or produce a valuation?
No, and that boundary is deliberate. It produces the multiple range a documented comparable set supports, applied to both revenue bases, with the round price beside them. A person qualified to price the deal works from that. Nothing here reaches a valuation conclusion.
What format are the downloaded files?
Word documents for the memo, register, open questions and presentation outline, and CSV for the three sheets. Nothing needs converting. The documents open in Word, Pages and Google Docs, and the sheets open in Excel, Numbers and Sheets with the columns intact.
What does Edit with AI actually do?
It installs the pack as a private workspace and reads whatever you send it. The first pass builds the metric summary and reverse engineers the definition behind each stated figure. Then it recomputes on the definition your documents support and tells you which headline number moves, and by how much.
We already have a memo template. What does this add?
The arithmetic between the sections. A section list will not tell you what to write when the cohort file starts eighteen months late. Pair it with the investor due diligence checklist for the room this memo's figures come from, a legal due diligence checklist for the consent side, or reference call findings for what a candidate's own list will not volunteer.
How does it handle the cap table and the waterfall?
It reconciles fully diluted shares to the stock ledger and the option plan, and it reads the preference terms out of the charter rather than assuming standard ones. Proceeds at a range of exit values are a waterfall analysis, and the legal read of the documents is an equity and cap table legal review.
Find out which of your headline figures the price depends on
Send the deck, the data room and the terms. The first pass builds the metric summary and names the gap in turns of the entry multiple.
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