Series B fundraising: structure capital for scale

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A Series B round isn't about survival, it's about acceleration

At this stage, your business model is proven, your metrics are visible, and investors now assess scalability, efficiency, and governance.

At dups, we help you raise growth capital without losing direction or control. Our integrated legal and financial team guides you through the entire Series B process, from structuring your round and refining your metrics to negotiating institutional terms and managing closing. We make sure your capital structure supports your next phase of growth, not just this round.

Why Series B requires strategic structuring

Series B changes everything. You're moving from venture capital to institutional money, often with larger funds, corporate investors, or cross-border syndicates. Expect deeper due diligence, longer negotiations, and stricter governance expectations.

At this level, alignment is everything: your valuation model must match your investor rights, your governance must reflect your growth strategy, and your documentation must anticipate future exits. We make sure every part of your fundraising (financial, legal, and strategic) tells one consistent story to investors and protects your long-term leverage as a founder.

Our Series B fundraising approach

1. Strategic preparation

We start by reviewing your financial model, metrics, and capital efficiency. We assess how your growth plan translates into capital needs: how much to raise, at what valuation, and under what structure.

Then we prepare your investor materials (pitch deck, investor memo, and data room) designed for institutional scrutiny. We refine your governance structure to match investor expectations while keeping decision-making lean.

2. Investor engagement and negotiation

At Series B, you're dealing with sophisticated investors: multi-stage VCs, growth funds, or corporate venture arms. We help you engage them strategically, manage parallel discussions, and analyze competing offers.

When term sheets arrive, we model their impact in real time: dilution, control, liquidation preferences, governance shifts, and exit clauses. We turn complexity into clarity, helping you make informed trade-offs that keep your company scalable and founder-safe.

3. Documentation and closing

Once the lead investor is secured, we coordinate the documentation and closing process end to end. We handle subscription agreements, shareholders' agreements (SHA), and any secondary transactions or convertible instruments.

We align legal terms with your financial model, coordinate signatures and funds flow, and ensure closing conditions are met without delays. For cross-border rounds, we manage regulatory and compliance aspects so your deal structure holds up globally.

What makes dups different

At dups, we bring legal, financial, and strategic thinking together under one roof. Your term sheet, your valuation, and your governance evolve as one coherent structure, not as separate tracks.

We've worked on both sides of the table (with founders and investors) which means we know where the friction lies, and how to eliminate it. Our goal is simple: get your deal closed, cleanly and confidently, with a structure that supports your next stage (Series C, M&A, or exit).

Deliverables you can expect

We deliver a complete fundraising execution package for Series B, including:

  • Strategic funding roadmap and valuation analysis
  • Term sheet review and negotiation notes
  • Financial model and dilution simulation
  • Shareholders' agreement (SHA) drafting or review
  • Investor rights and governance structuring
  • Full closing coordination and documentation
Each deliverable is tailored to your investor profile, whether you're raising from VCs, corporates, or international funds.

What you get

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Typically six to nine months before your planned raise. Series B rounds involve more stakeholders, longer diligence, and deeper investor analysis.

Series A validates your business. Series B scales it. Investors focus less on vision and more on metrics, governance, and return potential.

Yes. We align EU entities with UK, US, and international investor frameworks, managing compliance and documentation across jurisdictions.

Absolutely. We handle secondary transactions, employee equity adjustments, and option pool expansions as part of the round structure.

Yes. We help implement governance frameworks, board composition, and reporting obligations post-deal.

Raise capital that scales, not complicates.

Get the legal and financial execution to structure, negotiate, and close your Series B with clarity and confidence.

Start your Series B with dups
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