An investor questionnaire is a compliance document completed by subscribers to a private fund or securities offering, capturing accreditation status, investor type, tax classification, and regulatory representations.

How it works

When LPs commit to a venture fund, they complete a questionnaire alongside the subscription agreement. Questions verify accredited investor or qualified purchaser status under securities exemptions — typically Rule 506 offerings in the U.S. Tax sections identify entity type, FATCA status, and whether the LP is tax-exempt, affecting fund structuring and withholding. AML and KYC information may be collected. For company financings, lead investors sometimes require questionnaires from large angels joining special purpose vehicles. Fund administrators and counsel review responses before accepting capital. Incomplete or inconsistent questionnaires delay closings. Information may be updated periodically for new fund commitments or material status changes.

Why it matters

• Investors / LPs: Answer accurately — misrepresenting accreditation or tax status creates legal exposure and can force redemption.
• Founders: Less common in direct rounds except for SPVs or syndicates; delays in LP questionnaires rarely affect operating companies but matter for fund-led processes.

Common mistake

Treating the questionnaire as boilerplate without tax advisor review. Entity classification answers affect UBTI, withholding, and blockers for tax-exempt LPs.

Related ideas

Subscription agreement, accredited investor, qualified purchaser, and Form ADV disclosures surround investor onboarding.