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Emerging fund managersDiligence · the questionnaire

How should a first-time fund manager answer an LP due diligence questionnaire?

A first-time fund manager answers an LP due diligence questionnaire from a master ILPA DDQ 2.0: Yes, No, Not yet, or N/A, with a date and an owner on every row.

ILPA built the questionnaire around established private equity firms. Answer it anyway. Do not invent a policy that does not exist.

LP DDQ answer (definition). A dated, attributed response to each question, with the supporting file in the room.

A blank yes is not an answer.

Autofill is not this job.

Keep one master ILPA DDQ 2.0

ILPA released DDQ 2.0 in November 2021. The User Guide (version 1.0, 9 November 2021) says the questionnaire was developed using private equity firms and strategies as its reference point, and was not designed with venture capital in mind. It also says a first-time fund may not have full responses, especially on predecessor funds. Answer it anyway. What belongs next to each answer is what should be in a Fund I data room for LP due diligence. How to send the packet is how an emerging fund manager should share the PPM and track record with LPs.

SVB treats the DDQ as a living document. Match the deck, the track record, the PPM, and the LPA. Copy numbers into the questionnaire. ILPA says a response of “please see the PPM” is not a full response.

AnswerWhenWhat to put next to it
YesThe policy or fact exists today.Date, owner, and the file in the room.
NoIt does not exist and you are not building it.Date, owner, and a one-line why.
Not yetFund I has not produced it.Date you expect to have it, and an owner.
N/AThe question is furniture for an established private equity firm.A one-line rationale, as the ILPA user guide asks for skipped rows.

For skipped Yes/No questions, ILPA says leave the check boxes blank and explain. Do not tick Yes to look mature.

The rows that kill a Fund I

Attribution is the section LPs pick apart. SVB’s track record component is a quantitative spreadsheet of prior deals, not a borrowed fund-level number. Split sourced, led, and sat-on. Get permission before you show a prior-firm deal. Have fund counsel review what you attribute.

SectionWhy it kills a Fund IWhat to do
Track record attributionLPs pick apart which prior-firm deals were yours.Split sourced, led, and sat-on. Get permission. Have fund counsel review.
Deck vs DDQ vs PPM vs LPAA mismatch is a finding.One master. Copy the numbers into the DDQ. Do not write 'see the PPM'.
GP commitmentLPs ask how it is financed.Answer the question. Do not hide a loan behind a round number.
Predecessor fundsFund I has none.Write Not yet. Do not invent a Fund 0.

A data room holds the files that back each answer. It does not autofill a DDQ, and it does not give securities or marketing-rule advice. See What is Cashpian?, and pricing.

FAQ

Can I leave ILPA questions blank if we are Fund I?

Yes, with a reason. ILPA says skip what does not apply and explain.

Write Not yet or N/A, with a date and an owner.

Do not invent a policy.

Do I send a different DDQ to each LP?

Keep one master ILPA DDQ 2.0.

Copy answers into an LP's own form if they insist.

The files in the room stay the same.

Does a data room fill in the DDQ?

No. The room holds the files that back each answer.

It does not autofill a questionnaire.

It does not give securities advice.

What happens if the deck and the DDQ disagree?

The mismatch is a finding.

Copy the numbers from one master into the DDQ.

ILPA says 'see the PPM' is not a full response.

Sources

If the files are already in a folder, grade which row they are on. Cashpian is a gated room for that packet. It is not a listing portal. It does not sell the company or run the deal.

The answers, not a blank yes

Keep the DDQ next to the files that prove it.