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How to Prepare

How to Prepare Your Startup for Due Diligence (Tech Edition)

11 Feb 2025

What investors actually look at — and what silently kills deals

Most founders think due diligence is about:

  • pitch decks
  • growth metrics
  • market size

It isn't.

Once interest is real, technical due diligence quietly decides deal quality:

  • valuation adjustments
  • earn-outs
  • retention clauses
  • or a polite "we'll get back to you"

Many startups don't fail due diligence. They bleed value in it.


The Core Mistake: Treating Tech DD as a Documentation Exercise

Founders often prepare for due diligence by:

  • writing docs last-minute
  • cleaning repositories
  • fixing surface-level issues

That's not what investors are evaluating.

Tech due diligence answers one question:

"Can this system survive growth without heroic effort or a rewrite?"

Everything else is secondary.


What Tech Due Diligence Actually Evaluates

Not tools. Not frameworks. Risk.

Specifically:

  • execution risk
  • scaling risk
  • dependency risk
  • security risk
  • team risk

And all of these are encoded in the system — whether you document them or not.


1. Architecture: Can This Scale Without a Rewrite?

Investors don't care if you use:

  • monoliths
  • microservices
  • serverless

They care about:

  • clear boundaries
  • separation of concerns
  • absence of hidden coupling

Red flags:

  • "everything talks to everything"
  • critical logic in frontend
  • business rules scattered across layers
  • no clear ownership of core domains

If scaling requires a rewrite, valuation drops.


2. Codebase Health: Can New Engineers Be Effective?

This is often tested implicitly.

Questions investors ask:

  • How long does onboarding take?
  • Can someone understand the system without the founder?
  • Are changes localized or global?

Red flags:

  • tribal knowledge
  • no tests around critical logic
  • fear of touching certain files
  • "only X understands this part"

That's key-person risk — and investors price it in.


3. Deployment & Release Process: Can You Ship Safely?

A shocking number of startups still:

  • deploy manually
  • deploy from laptops
  • lack rollback paths

Investors look for:

  • repeatable CI/CD
  • staging parity
  • auditability of releases

Why? Because shipping velocity post-investment matters.

If releases are risky, growth slows.


4. Observability: Do You Actually Know What's Going On?

Logs and dashboards are not for engineers only.

They answer investor questions like:

  • How fast can you detect incidents?
  • Can you diagnose issues without downtime?
  • Is system health measurable?

Red flags:

  • no metrics tied to business flows
  • no alerting
  • reliance on user complaints

Lack of observability equals operational blindness.


5. Data & Analytics: Are Decisions Grounded or Guessy?

Investors want to see:

  • consistent metrics
  • clear definitions
  • reproducible reports

They don't want:

  • "numbers depend on the dashboard"
  • unexplained discrepancies
  • analytics that break with consent changes

Bad analytics doesn't just hurt growth. It undermines trust in management decisions.


6. Security & Compliance: Is This a Hidden Liability?

This doesn't mean enterprise-grade everything.

But investors will check:

  • secrets management
  • access control
  • data handling practices
  • GDPR awareness (especially in Europe)

Red flags:

  • shared credentials
  • no access logging
  • unclear data flows

Security issues don't kill deals immediately — they reduce leverage and increase conditions.


7. Dependencies & Vendor Risk

Every startup relies on third parties.

Investors assess:

  • how critical each dependency is
  • whether replacements are possible
  • what happens if a provider changes terms

Red flags:

  • single-vendor lock-in
  • undocumented integrations
  • no abstraction around critical services

Dependency risk = future negotiation risk.


The Biggest Silent Killer: "Founder as the System"

If:

  • the founder deploys everything
  • the founder fixes incidents
  • the founder understands the system

Investors see:

  • execution risk
  • burnout risk
  • scaling bottleneck

This doesn't mean founders should disappear.

It means the system must outgrow individuals.


What Good Tech DD Prep Looks Like (In Reality)

Strong startups don't "prepare" for due diligence.

They operate in a due-diligence-ready state.

That means:

  • architecture decisions are intentional
  • infra is repeatable
  • metrics are trusted
  • risks are known and documented

Not perfect — but transparent and controlled.


A Simple Founder Checklist (No Fluff)

Before due diligence, you should be able to answer:

  • What breaks first when traffic doubles?
  • Which parts are hardest to change?
  • Where are the biggest operational risks?
  • What would you refactor if given 3 months?
  • Which metrics do you fully trust?

If you can answer these calmly, you're ready.


The H-Studio Perspective: Due Diligence Is a Design Constraint

At H-Studio, we design systems knowing that:

  • someone will audit them
  • assumptions will be questioned
  • shortcuts will surface

Our goal is not "perfect systems".

It's:

  • explainable systems
  • scalable systems
  • systems that survive scrutiny

That's how startups keep leverage in negotiations.


Final Thought

Technical due diligence doesn't reward perfection.

It rewards clarity, control, and honesty.

If your system is understandable and scalable, investors will work with imperfections.

If it's fragile and opaque, they'll price that risk — aggressively.


Get a Startup Tech DD Readiness Audit

If you're fundraising, approaching M&A, or preparing for a growth round, technical due diligence will happen. We analyze architecture and scaling risks, deployment and DevOps readiness, observability and analytics quality, security and dependency mapping, and provide prioritized fixes with a 90-day view.

We help startups prepare for due diligence and fundraising by ensuring systems are explainable, scalable, and survive scrutiny. For DevOps and automation, we set up repeatable CI/CD and staging parity. For backend architecture, we ensure clear boundaries and separation of concerns. For analytics and data engineering, we create consistent metrics and reproducible reports.

Start Your Audit

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How to Prepare Your Startup for Due Diligence (Tech Edition) | H-Studio