skills/ecvc-financing-readiness/references/document-review.md

# Document review protocol

Use this protocol only when the user attaches files.

## Intake and privacy

- Ask the user to remove unnecessary Social Security numbers, bank credentials, health information, identity documents, personal addresses, and similar sensitive data before uploading.
- Separately instruct users not to upload attorney-client privileged communications, attorney work product, or other potentially privileged material, including confidential communications seeking or providing legal advice. This exclusion is not limited to unnecessary material or dispute-related documents. If unsure, ask them to omit the material and provide a non-privileged factual summary instead.
- Do not solicit, quote, summarize, or reproduce material the user identifies as privileged or that appears to contain privileged legal advice or attorney work product. If such content is supplied, ask for a version excluding it or a non-privileged factual summary, and continue with other appropriate records. Do not determine privilege or waiver, claim that redaction resolves privilege, or promise deletion of an uploaded file.
- Do not request passwords, authentication codes, or production-system access.
- Review attachments in the current conversation only. Do not describe the plugin as storing files in a data room or sending them to Pillsbury.
- Use information only for the requested assessment. Avoid repeating personal information in the response or generated artifacts unless essential.

## Build a document register

For every reviewed file, record:

| Field | Instruction |
|---|---|
| File | Use the supplied filename. |
| Apparent document type | Describe what the file appears to be. |
| Entity or person | Use a role or identifier when a name is unnecessary. |
| Date or version | Record only if visible. |
| Execution indicator | `Appears signed`, `signature not located`, `not applicable`, or `unclear`; never conclude enforceability. |
| Checklist coverage | Map to one or more readiness items. |
| Observations | Note apparent omissions, inconsistencies, or unreadable portions. |
| Review boundary | Use `organizational review only—counsel review needed` where legal sufficiency matters. |

## Optional pitch-deck intake

When a pitch deck is attached, extract apparent company name, sector, product, operating geographies, facilities, team, registered-IP claims, digital-asset claims, and regulatory claims. Record each as `deck-derived—confirmation needed`.

Use the deck to prefill context and choose targeted follow-up questions. Do not treat marketing statements as evidence that a company record exists, that IP is owned, that a registration is effective, or that the company complies with any requirement. A pitch deck is an optional intake source and is not a required data-room item.

## Evidence checks by file type

These are observable checks, not legal conclusions.

### Formation and governance records

Look for the entity name, jurisdiction, effective or filing date, amendment history, governing-document version, approval date, approving body, current directors and officers, and visible signature or filing indicators. Compare entity names and dates across files.

### Operating footprint and real estate

Record each stated or documented leased or owned office, lab, warehouse, facility, or other real-estate location by city, state or province, and country. Also record jurisdictions indicated by employees, contractors, and material operations. Create a neutral `jurisdictions for qualification/registration review` list; do not determine whether registration, licensing, or foreign qualification is required.

### Board and owner approvals

Look for the apparent action, date, approving body, meeting or written-consent format, referenced exhibits, and visible signature indicators. Do not decide whether the approving body had authority or whether an approval was legally sufficient.

### Capitalization table and securities records

Capture the as-of date, fully diluted total if provided, holder categories, security types, conversion assumptions, option-pool treatment, and financing assumptions. Compare totals and labels across the cap table, ledger, grant records, SAFEs, notes, warrants, or similar documents. Flag arithmetic or naming mismatches; do not determine ownership.

### Employment, consulting, confidentiality, and IP records

Build a person-by-person coverage matrix using role identifiers when possible. Look for the parties, relationship type, date, visible signature indicators, and whether confidentiality and invention/IP-assignment concepts appear to be addressed. Note founder or pre-formation contributions separately. Do not interpret scope, ownership, enforceability, worker classification, or compliance.

### Registered IP and digital assets

Inventory apparent pending or registered patents, trademarks, and copyrights using visible identifiers, jurisdictions, applicants or owners, and status dates. Inventory domains, source-code repositories, app-store accounts, social accounts, cloud accounts, and other key digital assets, noting whether the record names the company or an individual. Flag founder-held or unclear ownership for confirmation and counsel review without deciding legal ownership.

Record whether the user says a freedom-to-operate, trademark-clearance, or similar search has been performed where relevant. Do not conduct, interpret, or opine on a freedom-to-operate or clearance analysis.

### Financial, tax, commercial, privacy, and regulatory records

Record periods covered, dates, counterparties, renewal or expiration indicators, and whether schedules or exhibits appear present. For customer-facing products, inventory website, app, user, or customer terms; privacy notices; cookie practices; data-processing or security policies; and visible versions or effective dates. For the stated sector, inventory apparent permits, licenses, registrations, insurance, and specialist-review needs. Do not give tax, accounting, regulatory, privacy, or contract advice.

### Disputes, claims, investigations, and inquiries

At a high level, inventory documents that appear to concern pending or threatened litigation, demand letters, employment or IP disputes, government inquiries, or investigations. Avoid requesting privileged analysis or unnecessary personal details. Do not assess merits, exposure, required disclosure, or legal response.

## Inconsistency handling

Create a separate inconsistency log with:

- The two sources compared.
- The exact field that differs.
- A neutral description of the mismatch.
- The person best placed to clarify it.
- Whether counsel, finance, HR, or another specialist should review it.

Do not resolve the mismatch by guessing which document controls.