PPM, Deck, Executive Summary, Business Plan, Offering Circular: What Each One Is

Each document has a different job. The executive summary introduces the opportunity in two pages. The investor deck persuades, in about 12 to 18 slides. The business plan explains how the company will operate and grow. The private placement memorandum (PPM) discloses the offering's terms and risks for a private raise. The offering circular is the SEC-reviewed disclosure document for a Regulation A+ offering, and Form C is its equivalent for Reg CF. The term sheet, subscription agreement and investor questionnaire are the documents investors actually sign or rely on to invest. Most private raises need the summary, deck and signing documents; the others depend on the exemption and the investors.

By Joel Arberman, founder of Prepared to Raise · 17 companies taken public, 30+ private placements prepared · Reviewed October 21, 2026

The documents, side by side

Document Its job When you need it
Executive summary Introduces the company and the opportunity in about two pages Almost always; it is what gets forwarded
Investor deck Persuades: the story, the market, the numbers, the ask, in about 12 to 18 slides Almost always
Financial model and return scenarios Shows how the business makes money and how investors get paid Almost always; the scenarios fit on one page
Business plan Explains operations, strategy and milestones in depth Lenders and some investors ask for it; often replaced by the deck plus model
Term sheet Summarizes the terms of the investment Every priced or structured round
Private placement memorandum (PPM) Discloses the offering, the risks and the terms for a private raise Required in substance if non-accredited investors join a 506(b) raise; expected by many larger investors
Subscription agreement The contract each investor signs to buy Every raise
Investor questionnaire Establishes accredited or sophisticated status Every Regulation D raise
Form C The disclosure document filed with the SEC for Reg CF Every Reg CF raise
Offering circular The disclosure document in a Form 1-A, reviewed and qualified by the SEC Every Reg A+ raise
Data room Holds the diligence materials: financials, contracts, cap table Any raise where investors do diligence

How they fit together

Think of the raise as three layers:

  • Introduce and persuade: executive summary, deck, return scenarios. These decide whether an investor is interested.
  • Disclose: risk factors or a PPM, or the Form C or offering circular. These make the offering complete and protect you.
  • Transact: term sheet, subscription agreement, questionnaire. These are what investors sign.

Every number must match across all three layers. The most common credibility problem we see is a deck that says one thing and the documents another.

Common confusions

  • "Offering memorandum" and "PPM" usually mean the same thing in a private raise.
  • An offering circular is not a PPM. It is filed with and reviewed by the SEC as part of Regulation A+.
  • A prospectus is the disclosure document in a fully registered public offering, such as an IPO.
  • A business plan is not an offering document. It doesn't contain the terms or the risk disclosure investors rely on.
  • A one-pager or teaser is a shorter version of the executive summary, used to start conversations.

Related questions

Which do I write first?

The strategy: amount, valuation, security and the investor's exit. Then the model, then the deck and summary, then the documents. Writing the deck first usually means rewriting it.

Do I need all of these for a small raise?

No. A $250,000 raise from people you know may need only a summary, a short deck, a term sheet, a subscription agreement, a questionnaire and written risk factors. The friends-and-family checklist.

Can one document do two jobs?

Sometimes, but a deck that tries to be a PPM persuades badly, and a PPM that tries to sell discloses badly.

Read next

Where to start

Every package produces the deck, executive summary, return scenarios and lawyer-reviewed signing documents, consistent with each other. A PPM is a $5,000 add-on.

Prepared to Raise is a service of Meraki Partners, LLC. This article is general information, not legal, tax or investment advice, and not an offer to sell or a solicitation to buy any security. Meraki Partners is not a broker-dealer, funding portal, investment adviser or law firm.