Consumer B2c · Growth Stage Due Diligence

Consumer B2c Growth Due Diligence Checklist

The complete Growth due diligence checklist for Consumer B2c startups. Prepare your data room, anticipate every investor request, and close your round faster.

All Checklists

8–16 weeks

Typical DD Timeline

5

DD Categories Covered

50+

Checklist Items Total

Consumer B2c Regulatory DD Context

Consumer DD increasingly includes data privacy review for all jurisdictions where users are located. If you have EU users, GDPR compliance documentation is mandatory. Investors will review your privacy policy against actual data practices.

Data Room Essentials for Growth

Documents to have ready before DD begins

  • 3–5 years PCAOB-audited financials
  • Quality of Earnings report
  • All material contracts with change-of-control provisions flagged
  • Complete regulatory compliance documentation by jurisdiction
  • D&O insurance with adequate limits
  • Full cap table through all exit scenarios
  • Board committee charters and governance policies

LEGALLegal Due Diligence

Pre-IPO or strategic acquisition-grade legal review. Includes securities law compliance, international regulatory analysis, and potential anti-trust review for strategic transactions.

General Legal Items

  • Certificate of Incorporation and all amendments
  • Bylaws and any shareholder agreements
  • Cap table with fully diluted ownership by class
  • All convertible instruments (SAFEs, notes, warrants)
  • Option pool documentation and all grants
  • Founder IP assignment agreements
  • Co-founder agreements and vesting schedules
  • Material third-party agreements

Consumer B2c-Specific Legal Items

  • COPPA compliance for any users under 13
  • CCPA, GDPR, and state privacy law compliance framework
  • App store guidelines compliance and policy violation history
  • Brand trademark registrations in key markets
  • Terms of service and privacy policy legal review

FINANCIALFinancial Due Diligence

PCAOB-audited financials. Quality of earnings (QoE) report from Big 4. Full revenue recognition analysis (ASC 606). Detailed working capital and free cash flow analysis.

General Financial Items

  • Financial statements (P&L, balance sheet, cash flow)
  • Bank statements (12+ months)
  • Accounts receivable aging report
  • Accounts payable aging report
  • Payroll records and headcount history
  • Revenue recognition policy documentation
  • Tax returns and any outstanding tax obligations
  • Insurance policies (D&O, E&O, general liability)

Consumer B2c-Specific Financial Items

  • User acquisition cost by channel with payback period
  • Day-7 and Day-30 retention cohort analysis by vintage
  • LTV by acquisition channel and user persona
  • Revenue breakdown (in-app purchase, subscription, ads)
  • Contribution margin after variable costs per active user

PRODUCTProduct and Technical Due Diligence

  • App store rating history and response to negative reviews
  • Crash rate and ANR rate by device and OS version
  • Data collection and sharing practices documentation
  • A/B testing framework and experiment velocity
  • Push notification opt-in rate and engagement

MARKETMarket Due Diligence

  • Viral coefficient (K-factor) and word-of-mouth attribution
  • Category ranking trend on App Store and Google Play
  • Competitive benchmarking on retention curves
  • Brand awareness survey data and unaided recall

TEAMTeam Due Diligence

Independent director background review. Compensation benchmarking study. Succession planning documentation review.

  • LinkedIn profiles for all founders and officers
  • Employment agreements for key personnel
  • Equity grant history and vesting schedules
  • Any prior employer IP invention disclosure forms
  • Non-compete and non-solicitation agreements
  • Professional reference contacts (3+ per founder)
  • Advisory board agreements and equity grants
  • Organizational chart as of current date

Frequently Asked Questions

How long does Growth due diligence typically take for Consumer B2c startups?

Consumer B2c Growth due diligence typically takes 8–16 weeks. Pre-IPO or strategic acquisition-grade legal review. Includes securities law compliance, international regulatory analysis, and potential anti-trust review for strategic transactions. Having a complete data room ready before DD kicks off can reduce this timeline by 30–50%.

What Consumer B2c-specific items do investors review during Growth DD?

For Consumer B2c at the Growth stage, investors focus heavily on: COPPA compliance for any users under 13, CCPA, GDPR, and state privacy law compliance framework, and User acquisition cost by channel with payback period, Day-7 and Day-30 retention cohort analysis by vintage. Consumer DD increasingly includes data privacy review for all jurisdictions where users are located. If you have EU users, GDPR compliance documentation is mandatory. Investors will review your privacy policy against actual data practices.

What should I put in my data room?

Your Growth data room should include: 3–5 years PCAOB-audited financials; Quality of Earnings report; All material contracts with change-of-control provisions flagged; Complete regulatory compliance documentation by jurisdiction; D&O insurance with adequate limits; Full cap table through all exit scenarios; Board committee charters and governance policies. Use a structured folder system that mirrors investor expectations — most institutional investors use a standard folder taxonomy.

What are the most common due diligence deal-killers?

The five most common DD deal-killers are: (1) undisclosed founder litigation or criminal history, (2) IP ownership gaps — particularly for university-origin technology, (3) customer contract terms that prevent assignment on change of control, (4) cap table math errors or undocumented equity grants, and (5) financial restatements required after revenue recognition review.

What team due diligence should I expect at the Growth stage?

Independent director background review. Compensation benchmarking study. Succession planning documentation review.

Download the Full Checklist

Get the Consumer B2c Growth due diligence checklist as a Google Sheets or Notion template. Track completion status for every item in your data room.

Includes data room folder template, investor question tracker, and reference FAQ guide

Other Consumer B2c Stages