Before a Seed Round

Most advice about raising a seed round is about the pitch. The pitch matters less than founders expect. What tends to decide the outcome is whether you can answer detailed questions about your own numbers quickly and without hedging — and whether the paperwork behind those numbers exists.

This is about the second part. Not how to tell the story, but what you need in place before anyone asks.

The timing problem nobody warns you about

A round takes longer than founders plan for. Between first conversation and money actually arriving in the account, three to six months is normal, and it can stretch further if you hit a holiday period or an investor's own fundraising cycle.

That has an uncomfortable implication. You should start raising when you have somewhere around nine to twelve months of runway left, not three. Not because the process needs a year, but because your negotiating position collapses the moment you need the money urgently. Investors can read a cap table and a bank balance, and a founder who must close in six weeks gets very different terms from one who can walk away.

So the first genuinely useful thing you can do is know your runway precisely. Put your real numbers into the runway calculator and work backwards. If the answer is under nine months, the fundraise has already started whether you've begun it or not.

The numbers you'll be asked for

None of these are exotic. The problem is almost never that a founder can't produce them — it's that producing them takes two weeks, and that delay is itself a signal.

• Monthly net burn, and the trend. Not an average. The month-by-month figure, so it's visible whether it's climbing. See the burn rate guide for how gross and net differ and why the distinction gets checked.
• MRR by month, with new, expansion and churned split out. A single growth number invites the question of what's underneath it, and not having the split suggests you haven't looked.
• Retention by cohort. Grouped by signup month. This is the one that most often isn't ready, and it's the one investors trust most, because unlike a blended churn figure it can't be flattered by rapid new sales. The churn guide covers why.
• Acquisition cost and payback period. What it costs to win a customer and how many months of revenue it takes to earn that back. If payback is longer than your average customer lifetime, expect to be asked about it directly.
• What the money is for. Specific hires, specific spend, and what those buy you. "18 months of runway" describes a duration, not a plan.

A reasonable test: if someone asked for any of these on a call, could you answer inside a minute? If not, that's the work to do before you start taking meetings.

The UK-specific paperwork

This is where UK rounds differ from the advice you'll read on American blogs, and where a straightforward administrative step gets left too late.

Alongside that, expect the basics to be checked: a clean cap table, confirmation statements and accounts filed on time at Companies House, employment contracts for anyone who's been working on the product, and — the one that causes real trouble — written assignment of intellectual property from every contractor and founder to the company.

That IP point is worth acting on today rather than at diligence. If a freelancer built part of your product two years ago with nothing signed, they may still own that code. Chasing someone for a signature when they know a funding round depends on it is not a negotiation you want to be in.

Sources: GOV.UK — Apply to use SEIS · GOV.UK — Venture capital schemes

Questions that tend to be uncomfortable

Worth rehearsing honest answers to these, because the evasive version is obvious and does more damage than the truth would:

• "What happens if you don't raise?" The right answer is a plan, not a shrug. Knowing your break-even point and what it would take to reach it unfunded makes you a better prospect, not a worse one, because it means you're choosing to raise rather than compelled to.
• "Why has burn increased?" Fine if it bought something. Less fine if you can't say what.
• "Which customers have left, and why?" Every company loses customers. Not knowing precisely why is the answer that raises concern.
• "How much are the founders paying themselves?" There's no single right number, but be ready to justify it either way — too high looks like a lifestyle business, too low looks unsustainable and invites questions about how long you can keep going.

Before you start

A short list, in order of when it hurts to have skipped it. Apply for advance assurance. Get IP assignments signed. Build the cohort retention view. Check your filings at Companies House are current. Then work out your runway honestly and decide whether you're raising from a position of choice or necessity.

It's also worth reading the funding and tax relief guide first. R&D tax credits and the venture capital schemes can extend runway without dilution, and a few extra months of runway sometimes turns a difficult raise into an unnecessary one.

Usual caveat: I'm a developer, not a lawyer or a corporate financier. Anything involving share issues, term sheets or scheme eligibility needs proper professional advice — the cost of getting a seed round structured wrong is considerably higher than the cost of the advice.