Inside the IC Room: What Really Happens — And How Founders Should Prepare

If you’re raising institutional capital — especially from a Micro-PE or growth-oriented fund — the Investment Committee (IC) is the real arena.

The partner meeting is theatre.
The IC is underwriting.

Given your orientation toward scalable, revenue-proven, unit-economics-driven businesses, this piece is written from the lens of how serious capital allocators think — not how pitch decks are designed.


1. What Is an IC, Really?

An Investment Committee is not a brainstorming room.
It is a risk-pricing forum.

Participants typically include:

  • Managing Partner
  • Investment team
  • Sometimes external advisors
  • Occasionally sector specialists

Their job is not to be impressed.
Their job is to answer one question:

Is the risk-adjusted return profile acceptable relative to our capital mandate?

Everything else is secondary.


2. What Actually Happens Behind Closed Doors

Here’s the anatomy of a typical IC discussion.


Phase 1: Deal Champion Presentation

The internal sponsor (usually the partner who likes the deal) presents:

  • Business overview
  • Traction metrics
  • Unit economics
  • Founder assessment
  • Market opportunity
  • Entry valuation
  • Key risks

This is where your story is re-told — without you in the room.

If your thesis is unclear, this is where it collapses.


Phase 2: Structured Dissection

Now the room shifts tone. Expect questions like:

1. Scalability vs Sellability

  • Is revenue founder-driven?
  • Is growth process-driven or personality-driven?
  • Is customer acquisition repeatable?

If revenue depends heavily on the founder, IC flags key-man risk.


2. Unit Economics

IC doesn’t care about vanity growth. They ask:

  • Contribution margin?
  • CAC payback period?
  • Retention curves?
  • Operating leverage visibility?

If unit economics are “improving soon,” that’s not underwriting — that’s hope.


3. Market Reality

  • Is TAM real or deck-constructed?
  • Are customers switching from alternatives?
  • Is this a budget line item or experimental spend?

4. Founder Quality

Behind closed doors, this is blunt.

Questions asked:

  • Does the founder have staying power?
  • Are they coachable?
  • Do they understand capital efficiency?
  • Have they faced adversity?

Charisma helps in meetings.
Resilience matters in IC.


5. Exit Pathways

Especially for PE-style funds:

  • Who buys this?
  • When?
  • At what multiple?
  • Is this a platform or a feature?

No clear exit logic = weak IC conviction.


3. The Hidden Filters IC Uses (That Founders Don’t See)

From experience with disciplined capital allocators, here are silent filters:

▪ Revenue Quality > Revenue Quantity

Repeat revenue with proof of retention beats flashy GMV.

▪ Founder Energy vs Endurance

Can you do this for 7–10 years?

▪ Capital Efficiency

How much follow-on funding will this require before stability?

▪ Optionality

Is there adjacency expansion potential?


4. How Founders Should Prepare for IC (Strategically)

If you’re serious about institutional capital, prepare for the IC — not just the partner call.

1. Pre-Answer Risk

List the top 5 risks in your own business.
If you don’t know them, IC will.

Then prepare:

  • Data
  • Mitigation plan
  • Timeline to de-risk

Confidence without risk awareness kills credibility.


2. Make Unit Economics Boringly Clear

Have:

  • Cohort tables
  • CAC breakdown
  • LTV logic
  • Fixed vs variable cost structure

If numbers require storytelling, IC assumes fragility.


3. Show Scalability Mechanism

Not ambition — mechanism.

Examples:

  • Channel expansion playbook
  • Pricing power evidence
  • Repeatable sales engine
  • Hiring model

4. Understand the Fund’s Mandate

Not all capital is the same.

VCs underwrite narrative expansion.
PE-style funds underwrite cash-flow visibility.

If you pitch hyper-growth to a capital-efficiency fund, you create misalignment.


5. What Founders Often Misunderstand

❌ “If one partner likes us, we’re in.”

Wrong.
The IC can veto.


❌ “We just need momentum.”

Momentum without unit economics = delayed failure.


❌ “ICs focus only on numbers.”

No.
They focus on risk-adjusted durability.


6. What Makes IC Say Yes

In my observation of disciplined investors:

  1. Clear revenue proof
  2. Improving unit economics
  3. Founder with staying power
  4. Scalable system (not personality-driven sales)
  5. Realistic valuation
  6. Logical exit pathway

When these align, IC discussions become short.

When they don’t, meetings stretch.


7. A Brutal Truth

Behind closed doors, this sentence gets spoken often:

“I like the founder. I’m just not sure this is underwriteable yet.”

That doesn’t mean no forever.
It means “come back when risk is lower.”

Smart founders treat IC objections as a roadmap — not rejection.


8. Final Advice to Founders

Prepare like this:

  • Think like a capital allocator
  • Audit your own weaknesses
  • Make risk visible before it’s discovered
  • Understand what kind of capital you are raising

And most importantly:

Don’t optimize for raising. Optimize for building something that is hard to say no to.

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