Resource
Investment memo template
The section-by-section structure of an investment memo built to survive committee review — what belongs in each section, and the tests a sceptical IC will apply to it.
Written by CA Pranay Bhansali, Founder & Principal, Volaxi — Chartered Accountant (ICAI), former senior buy-side research analyst.
Last reviewed September 2026 · LinkedIn
The guide in summary
| Topic | What it covers |
|---|---|
| Purpose | The memo is the document the committee uses to try to kill the deal — write it to be tested. |
| Structure | Thesis first; every later section is evidence for or against it. |
| IC tests | Revenue quality, cohorts, margin integrity, concentration, returns attribution, the downside. |
| Failure modes | Assertion as evidence, missing kill conditions, cosmetic downsides, unpriced unknowns. |
01
What the memo is for
An investment memo is not a summary of the opportunity. It is the document the investment committee uses to try to kill the deal. A memo written to persuade will be read with suspicion; a memo written to be tested will be read with trust. The structure below is built for the second kind.
Every section exists to answer a question a sceptical committee member will ask. If a section cannot name the question it answers, it is decoration.
02
The template, section by section
The order matters. The thesis comes first because everything after it is either evidence for the thesis or evidence against it. Committees that read the financials before the thesis end up anchoring on numbers whose relevance has not been established.
1. The thesis
Three to five specific, falsifiable claims that make the investment work. Each claim states its mechanism and its kill condition. This section should fit on one page.
2. The business
What the company sells, to whom, at what price, and why customers stay. Revenue quality — recurring versus re-occurring, contracted versus assumed — is established here, not in the financials.
3. The market
The addressable market built bottom-up from customers and price points, not top-down from an industry report. The question answered: is the growth claimed in the thesis physically available?
4. The financials
Historical performance normalised: revenue bridges, margin structure, working capital behaviour, cash conversion. Every adjustment to reported figures is itemised and evidenced.
5. The model and returns
The base case, the downside case and the break case — the scenario in which the thesis fails and the capital outcome that follows. Returns are attributed: how much comes from growth, margin, multiple and leverage.
6. The risks
The load-bearing assumptions stated as risks, each with its evidence status: verified, asserted, unresolved, or not observable at the required granularity.
7. The kill conditions
The observable events that would prove the thesis wrong, written before the decision, with the monitoring plan for each.
8. The recommendation
The decision requested, the conditions attached, and the unanswered questions that must be resolved before or after commitment.
03
What the committee actually tests
Experienced committees do not read memos front to back. They go straight to the places where memos usually hide weakness. Writing with those tests in mind is what makes a memo survive review.
Revenue quality
Is the recurring revenue genuinely contracted and recurring, or does it blend services, one-offs and easy-termination contracts?
Cohort behaviour
Do the retention and expansion figures hold by cohort, or does a blended average mask deterioration in recent vintages?
Margin integrity
Are margins stated after full market-rate costs — including founder compensation, capitalised development and capitalised sales costs?
Concentration
Which single customer, partner, channel or key person could break the thesis alone, and is that treated as its own underwriting question?
Returns attribution
If the exit multiple contracts to the entry multiple, does the deal still work? If not, the thesis is a multiple-expansion trade and should say so.
The downside
Is the downside case a genuine break case, or a mild haircut on the base case? Committees discount downsides that assume the thesis still works.
04
Where memos fail review
The failure modes are consistent enough to check against before the memo is circulated.
Assertion presented as evidence
Management projections, broker research and market reports cited as if they were verification rather than claims that themselves need testing.
The missing kill condition
Risks listed without the observable condition that would confirm them — a risk you cannot detect is a risk you cannot manage.
The cosmetic downside
A downside case that reduces growth by a fifth but keeps every other assumption intact.
The unpriced unknown
Material questions left open with no plan to resolve, price or monitor them.
Before the memo goes to committee
The Volaxi Underwriting Challenge stress-tests the thesis behind the memo: the load-bearing assumptions are isolated, the evidence for each is classified, and the kill conditions are written before the committee asks for them.
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