Investment Committee Deck Preparation for Growth Stage Founders

TL;DR: At most growth equity and venture funds, the investment team builds the investment committee deck.

• Who builds the investment committee deck? The fund's deal team builds it.
• What is the difference between a pitch deck and an IC deck? A pitch deck wins interest.
• What goes in an IC memo? An IC memo lays out why the fund should invest, at what price, and what could go wrong.

At most growth equity and venture funds, the investment team builds the investment committee deck. You do not. The partner who wants your deal writes the memo and the deck, then defends it to their own committee. Your job is to hand that partner a package that makes the case easy to write and hard to attack.

The bar is high. In a survey of 885 venture capitalists, Gompers, Gornall, Kaplan and Strebulaev (How Do Venture Capitalists Make Decisions?, NBER Working Paper 22587, 2016) found the median firm considered 100 deals for every deal it closed. The average deal took 83 days to close, and the average firm spent 118 hours on due diligence and called 10 references.

Your pitch deck wins the partner. The IC deck has to win the room they report to. Preparing for IC means preparing for that second room.

This guide is for growth-stage founders raising from venture and growth equity funds. Real estate sponsors usually build the IC deck themselves. If that is you, start with What Should My Investment Committee Deck Include?

Who builds the investment committee deck?

The fund's deal team builds it. An investment committee (IC) is the group inside a fund that votes yes or no on every investment. The IC deck, often paired with a written IC memo, is the document that vote rests on.

The deal team pulls from your pitch deck, your model, your data room and what they learned in diligence. Then they add their own view: the investment thesis, the price, the expected return and the risks.

The committee will read the deck like a skeptic. Every number has to trace back to your files.

What is the difference between a pitch deck and an IC deck?

A pitch deck wins interest. An IC deck wins a formal vote.

IRC Partners covers this split in more depth in IC Deck vs Investor Presentation. Both documents should come from the same reconciled model. If they do not, the committee finds the gap.

What goes in an IC memo?

An IC memo lays out why the fund should invest, at what price, and what could go wrong. Most memos cover the same core parts:

Every part of that memo leans on a file you provided. A gap in your files becomes a gap in the memo.

What does a growth equity committee ask?

A growth equity committee asks whether the revenue is real, whether growth can scale, and whether this team can run a bigger company. Your deal partner will face these questions in that room. Expect them:

• How good is the revenue? Retention by cohort, net revenue retention, customer concentration and how much revenue repeats.
• Do the unit economics work at scale? Customer acquisition cost, payback period, gross margin and how they trend as you grow.
• What does this money buy? Which milestones the raise funds, in what order and by when.
• What is the path to a return? Valuation today, what the company needs to become, and how the fund gets its money back.
• What breaks the plan? The downside case, and what management does if growth slows.
• Can this team run a bigger company? Gaps in the leadership team and the plan to fill them.
• What did diligence find? Anything that surprised the deal team, and how you answered it.

Expect the team question to carry the most weight. In the same Gompers study, more than 55% of venture capitalists named the team as the most important factor in their decisions.

The objections that sink a deck in committee follow a pattern. IRC Partners lists them in Investment Committee Deck Feedback From Institutional Investors.

If your partner has to come back to you for these answers after the meeting, the deal loses time. If the answers are already in the data room, your partner walks in ready.

What should you hand your deal team?

Hand your deal partner an IC-ready package. It should include:

1. A one-page summary of the business, the raise and the use of funds.
2. A reconciled model with base, downside and stress cases, tied to your historical financials.
3. Cohort and retention data in a clean, sortable format.
4. A clean cap table showing ownership before and after the round, with notes and options converted.
5. A risk list with each risk named, sized and paired with what you are doing about it.
6. A diligence log of every question asked so far and your answer.

This package does two jobs. It gives your partner the raw material for the memo. It also shows the committee a team that runs a tight process.

How do you build the risk slide?

Build the risk slide around three scenarios. Committees trust a plan that shows its downside. A clean base case with no stress test reads as untested.

• Base case: the plan you are underwriting.
• Downside case: one or two inputs move against you, such as slower growth or higher churn.
• Stress case: several bad inputs at once.

For each one, show what changed, by how much, and what happens to revenue, cash runway and the return. Then name the plan for each risk. IRC Partners walks through this format in How to Present Risk in an IC Deck.

Hand your deal partner this work. It is the slide they most need and the one founders most often skip.

What changes for a real estate sponsor or fund manager?

Real estate sponsors and fund managers raising from institutional LPs often build the committee package themselves. The LP's team reviews it and passes it up to their own committee. If that is your case, you are building the IC deck, and everything above applies directly. IRC Partners covers the sponsor version in How to Structure an IC Deck for $20M and What Metrics Matter Most in an IC Deck.

LP committees also work from a standard checklist. ILPA, the main trade group for institutional LPs, released its standard due diligence questionnaire, the ILPA DDQ 2.0, in November 2021 to standardize the most frequent and important diligence questions. Expect your package to be read against it.

For a sponsor or fund manager, the committee adds four questions:

• Track record: What did past deals project, and what did they actually return?
• Waterfall: How do the preferred return, catch-up and promote split the cash?
• Alignment: How much of your own money is in the deal?
• Pipeline: What specific deals will this capital fund, and how far along are they?

How long should an IC deck be?

Keep the pitch deck short. IRC Partners' guidance is 12 to 22 slides. An IC deck runs longer, usually 25 to 40 pages, with an appendix for the detailed math.

Length matters less than order. Lead with the answer: what the deal is, why it wins and what it returns. Put risk right after the return case and before the appendix. A committee member who reads only the first five pages should still know the case. For layout rules, see Best Practices for IC Deck Design.

What does IC prep look like on a $25M round? A made-up example

This is a made-up example. It is not an IRC Partners client and the numbers are for illustration only.

A software company is raising a $25M growth round. After two partner meetings, the lead partner tells the founder the deal goes to committee in three weeks.

The founder sends the six-item package within two days. The deal team builds the memo from it. Two questions come back: churn in one customer group, and a sales leader hire. Both answers are already in the diligence log and the risk list, so the founder replies the same day.

The partner walks into committee with every number tied to a file. The founder never sees the IC deck. The work that matters happened in the package.

Get the package IC-ready first

Your partner can only defend what your files support. If the model, cap table or data room has a gap, the committee will find it in that room, where you are not there to answer.

The Capital Raise Pre-Flight is IRC Partners' fixed-fee readiness audit. It reviews your package across 12 gates, including Pitch Deck, Decision Friction and Mandate Alignment, so your materials are ready before a deal team takes them to committee.

Frequently Asked Questions

Do founders write the investment committee deck?

Usually not. At growth equity and venture funds, the deal team writes the IC deck and memo. Founders supply the materials it rests on. Real estate sponsors raising from institutional LPs often build the committee package themselves.

What is the difference between a pitch deck and an IC deck?

A pitch deck wins a partner's interest and a next meeting. An IC deck supports a formal yes or no vote, with full financials, scenarios, terms and named risks.

What should I give my deal partner before their IC meeting?

A one-page summary, a reconciled model with scenarios, cohort and retention data, a clean cap table, a risk list and a log of diligence questions and answers.

How long does venture due diligence take?

In the Gompers, Gornall, Kaplan and Strebulaev survey of 885 venture capitalists, the average deal took 83 days to close and the average firm spent 118 hours on due diligence.

How long should an investment committee deck be?

IRC Partners' guidance is 25 to 40 pages with an appendix. Order matters more than length: lead with the answer and put risk right after the return case.

What is mandate alignment?

Mandate alignment is how well your deal fits what the fund is built to invest in: check size, stage, sector, geography and return target. A deal outside the mandate rarely reaches committee.

Continue reading this series:

• How to Present Risk in an IC Deck
• IC Deck vs Investor Presentation
• What Should My Investment Committee Deck Include?

IRC Partners advises founders and sponsors raising $5M to $250M of institutional capital. We take 7 strategic partners per quarter. To talk with our team about your raise, start HERE.