What Do LPs Really Ask VCs? 100+ Questions to Prepare For

Introduction

Raising a venture fund is hard — especially as an emerging manager. LPs aren’t just looking for a great thesis or a big network. They want discipline, structure, and clear signals that you’re building something durable — not a one-and-done experiment.

Still, too many fund managers walk into LP meetings unprepared for the real conversations. 

LPs are asking:

• What’s your reserve strategy?
• How do you mitigate concentration risk?
• Who’s really making the investment decisions?

As Samir Kaji of Allocate said on the How I Raised It podcast:

LPs want to know you’re not just raising a fund — they want to know you’re building a firm. A platform. Something that’s going to last through fund two, three, and four.

The good news? LP diligence isn’t a black box. With the right prep, you can cut through the noise, build trust faster, and actually enjoy the process of raising capital.

That’s why we created this guide: a research-backed, LP-tested list of 100+ real questions you’re likely to hear in a fundraise — organized by topic with practical takeaways.

Here’s what this resource is here to do:

1️⃣ Help you show up to LP meetings with clarity.2️⃣ Help LPs walk away thinking, this GP has their house in order.

Let’s get into it.

1. Fund Strategy & Thesis (20 Questions)

1. What is your fund's core investment thesis?
2. What differentiates your strategy from other GPs?
3. What market inefficiency or gap are you solving?
4. How do you define your target market?
5. What is your geographic and sector focus?
6. What stage do you invest in and why?
7. How many portfolio companies do you expect per fund?
8. What is your reserve strategy (follow-ons vs new deals)?
9. How does your strategy evolve from your previous fund?
10. How do you respond to macroeconomic cycles?
11. How do you win deals in a competitive market?
12. What is your capital deployment timeline?
13. What filters do you use to reject investments?
14. How do you source proprietary deal flow?
15. How do you incorporate AI or tech in your sourcing?
16. What sectors or technologies are off-limits, and why?
17. How do you support portfolio companies post-investment?
18. What does success look like in this fund?
19. What is your target MOIC and IRR?
20. How do you measure strategic success beyond financial returns?

📎 Practical Takeaways

• Prepare a one-pager that explains your thesis in plain language.
• Define sectors, stages, geographies — and include what you explicitly don’t invest in.
• Show how your thesis plays out in real deals (via case studies, not just theory).
• Build a short narrative that ties your career, sourcing edge, and current timing into one story.

You can’t just say you invest in AI or climate or whatever’s hot. You have to show why you’ve been living in that space for years — not just tweeting about it.

— Martin Tobias, founder of Incisive VC, on How I Raised It

2. Team & GP Alignment (13 Questions)

1. Who are the fund's GPs and key team members?
2. What are their backgrounds and roles?
3. How do you split responsibilities?
4. Is the team full-time?
5. What prior experience do you have working together?
6. How are key decisions made?
7. What is your internal investment committee process?
8. How is carry split among the team?
9. How is the management company capitalized?
10. What are your internal conflict resolution mechanisms?
11. What is your compensation structure?
12. Have any team members faced litigation or regulatory issues?
13. What’s your long-term vision for the firm?

📎 Practical Takeaways

• Share an org chart and bio slides that clarify ownership and responsibilities.
• Explain how decisions are made (investment committee, veto rights, etc.).
• Address carry splits, vesting, and succession planning clearly and upfront.
• Be transparent about past team changes or founder breakups — LPs will find out anyway.

LPs aren’t backing you for one fund — they’re backing a firm. Even if you’re solo, you’ve got to show you’ve got a system, not just a story.

— Samir Kaji, founder of Allocate, on How I Raised It

3. Track Record & Performance (15 Questions)

1. What is your realized and unrealized track record?
2. Can you show gross and net IRR, TVPI, DPI, and MOIC?
3. What are the outcomes of your top exits?
4. What write-offs have you had, and why?
5. What is your loss ratio?
6. How do you benchmark your performance?
7. Can you break down results by vintage year?
8. How many investments have been marked up?
9. How were valuations determined?
10. How many follow-ons have you led?
11. Have you returned capital to investors?
12. How do you track attribution across team members?
13. Do you use a third-party to audit performance?
14. Do you include SPVs or co-invests in your reporting?
15. How have you performed in bear vs bull markets?

📎 Practical Takeaways

• Include a performance table (gross and net IRR, TVPI, DPI, MOIC) with proper disclaimers.
• Show deal attribution clearly if you were part of a larger team.
• Be honest about write-offs — and what you learned from them.
• Include a simple track record memo with context and framing — not just raw numbers.

I always ask: what’s the deal you’re most proud of — and not because of returns. LPs want to hear how you think.

— Winter Mead, Coolwater Capital

4. Fund Terms & Structure (17 Questions)

1. What are your fund terms (management fee, carry, hurdle)?
2. How are fees structured over time (step-downs, rebates)?
3. What is the GP commitment?
4. How is carry distributed?
5. Are there preferred return or catch-up clauses?
6. Is there a clawback provision?
7. What is the fund size and why?
8. What is your legal structure (onshore/offshore)?
9. Who are your fund administrators and legal counsel?
10. What are your capital call mechanics?
11. What are the LPA key terms?
12. Do you offer co-investments?
13. What are your recycling and reinvestment policies?
14. How is NAV calculated?
15. What happens if a key person departs?
16. Are there liquidity options before fund maturity?
17. What are your reporting obligations?

📎 Practical Takeaways

• Prepare a redacted LPA summary or fund economics sheet (fees, hurdle, carry, GP commit).
• Address recycling, clawback provisions, side letters, and liquidity terms proactively.
• Align your fund size to your team and strategy — LPs can spot mismatches.
• Have a clear reason for any deviations from “2 and 20” or industry standards.

Emerging managers need to know that terms are part of your story. A 2-and-20 fund is fine — if it fits your experience and what you’re building.

— Winter Mead, Coolwater Capital

5. Deal Sourcing & Pipeline (15 Questions)

1. How do you generate deal flow?
2. What percentage is inbound vs outbound?
3. What are your strongest sourcing channels?
4. What is your deal funnel conversion rate?
5. How many companies do you evaluate per investment?
6. Do you use CRMs or sourcing tools?
7. How do you ensure pipeline quality?
8. What’s your referral network like?
9. Do you lead, co-lead, or follow in rounds?
10. What is your diligence process timeline?
11. How do you assess founder quality?
12. What role does AI play in sourcing or scoring?
13. Do you use scouts or venture partners?
14. How do you prioritize sectors?
15. What is your process for declining deals?

📎 Practical Takeaways

• Share a funnel graphic: total deals seen → diligenced → invested.
• Break down sourcing by channel (referrals, outbound, platforms, scouts, etc.).
• Include deal tracking tools or screenshots from your CRM.
• Map your pipeline to your thesis: does the sourcing match what you say you do?

You don’t need 1,000 deals a year. You need a predictable system that brings you the right 200. That’s what LPs want to see.

— Zach Coelius, Coelius Capital

6. Risk & Portfolio Construction (15 Questions)

1. What is your target portfolio size?
2. How do you model risk-adjusted returns?
3. What is your reserve strategy?
4. How do you mitigate concentration risk?
5. What is your expected time to exit?
6. What is your cross-fund exposure?
7. Do you invest via SPVs?
8. How do you handle follow-ons?
9. How do you diversify across sectors and stages?
10. What’s your failure rate tolerance?
11. How do you approach pro-rata rights?
12. How do you manage macro risk (e.g. inflation, rates)?
13. What risk metrics do you monitor?
14. How do you use scenario planning?
15. How do you respond to underperformers?

📎 Practical Takeaways

• Show your target number of companies, average check, and pacing plan.
• Explain your follow-on reserve logic — and how you decide when to double down.
• Include a scenario model (base, upside, downside) with expected TVPI/DPI.
• Address concentration, sector, and stage diversification with intent.

I’ve seen so many managers fudge this. But if you don’t understand your return math, LPs will walk.

— David Zhou, Alchemist

7. Operations, Compliance & Legal (14 Questions)

1. Who handles your compliance?
2. What is your legal entity structure?
3. Are you registered with any financial authority?
4. Have you undergone any regulatory audits?
5. Who are your legal advisors?
6. Do you have a compliance manual?
7. Do you follow ILPA or other best practices?
8. How do you protect LP data?
9. Do you use fund admin software?
10. How do you manage cap tables?
11. How do you handle AML/KYC processes?
12. Have you faced any regulatory violations?
13. Do you have D&O insurance?
14. How do you manage conflicts of interest?

📎 Practical Takeaways

• Identify your fund admin, legal, audit, and tax partners upfront.
• Include D&O insurance, compliance checklist, and KYC/AML practices.
• If you’re using tools like AngelList, Carta, or Allocate — show how they handle ops.
• Be ready to provide LPs with onboarding, reporting, and audit samples.

I’m amazed how many GPs haven’t read their own LPA or can’t name their fund admin. LPs notice that.

— David Zhou, Alchemist

8. LP Relations & Reporting (15 Questions)

1. How often do you report to LPs?
2. What is the cadence of your capital calls?
3. Do you offer quarterly updates?
4. Do you provide audited financials?
5. What is your investor portal setup?
6. Can LPs communicate with portfolio founders?
7. How do you handle major portfolio updates?
8. How do you manage expectations around exits?
9. What is your LPAC structure?
10. How are GP/LP decisions governed?
11. How do you share bad news?
12. Do you provide industry benchmarking?
13. What communication tools (Notion, Carta, Fundingstack etc.) do you use?
14. Do you issue impact reports?
15. What do your current LPs say about you?

📎 Practical Takeaways

• Provide a sample investor update (or template) in your data room.
• Use a reporting portal (e.g., Fundingstack) to build trust.
• Clarify your capital call schedule and cash flow cadence.
• Show how you’ll report markups, exits, and operational issues.

9. Bonus: Questions to Ask Your LPs (8 Questions)

1. What is your preferred fund size or check size?
2. How many GPs do you back each year?
3. What is your diligence timeline?
4. What do you look for in a first-time manager?
5. What are red flags you avoid?
6. How do you evaluate emerging markets?
7. What do you expect in reporting?
8. What’s your re-up process?

📎 Practical Takeaways

• Ask LPs about their diligence process, fund allocation strategy, and decision timelines.
• Learn what reporting cadence or visibility they expect.
• Record answers to personalize follow-up and track alignment.
• Don’t chase misaligned capital — the wrong LPs create long-term pain.

I always tell GPs: ask LPs what gets them to conviction. If they can’t answer, don’t waste your time.

— Winter Mead, Coolwater Capital

Final Thoughts

LPs ask detailed and difficult questions not to trip you up — but to test your readiness, structure, and long-term potential as a fund manager. The more thoughtful and prepared your answers, the more likely you are to stand out in an increasingly crowded GP market.

Use this guide to benchmark your readiness, spot gaps, and improve your materials and process. Whether you’re preparing for a first close or already fundraising, these questions will help you tighten your story, deepen your process, and show up like the institutional-grade manager you’re aiming to be.

Good luck out there :)