Due Diligence Checklist - Purchasing a Business.
When you have decided to purchase an existing business regardless of whether the deal is structured as an asset transaction, a stock transaction, partnership or a merger, make sure you know what you are getting into by requiring detailed information from the seller regarding its business operations and finances. The following is a short checklist of information and documents you should review:.
When you have decided to purchase an existing business regardless of whether the deal is structured as an real estate tranaction, personal asset transaction, a stock transaction, partnership or a merger, make sure you know what you are getting into by requiring detailed information from the seller regarding its business operations and finances. The following is a short checklist of information and documents you should review:
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A. Organization and Good Standing.
- The Company’s Articles of Incorporation, and all amendments thereto.
- The Company’s Bylaws, and all amendments thereto.
- More info in full doc….
B. Financial Information.
- A schedule of inventory.
- More info in full doc….
C. Physical Assets.
- A schedule of fixed assets and the locations thereof.
- More info in full doc….
D. Real Estate.
- A schedule of the Company’s business locations.
- Copies of all real estate leases, deeds, mortgages, title policies, surveys, zoning approvals, variances or use permits.
- More info in full doc….
E. Intellectual Property.
- A schedule of domestic and foreign patents and patent applications.
- A schedule of trademark and trade names.
F. Employees and Employee Benefits.
- Summary plan descriptions of qualified and non-qualified retirement plans.
- Copies of collective bargaining agreements, if any.
G. Licenses and Permits.
- Copies of any governmental licenses, permits or consents.
- Any correspondence or documents relating to any proceedings of any regulatory agency.
H. Environmental Issues.
- A list identifying and describing any contingent environmental liabilities or continuing indemnification obligations
- More info in full doc….
I. Taxes.
- Federal, state, local, and foreign income tax returns for the last three years.
- More info in full doc….
J. Material Contracts.
- Copies of all contracts between the Company and any officers, directors, 5-percent shareholders or affiliates.
- More info in full doc….
K. Product or Service Lines.
- A list of all existing products or services and products or services under development.
- A summary of all complaints or warranty claims.
L. Customer Information.
- A schedule of the Company’s twelve largest customers in terms of sales thereto and a description of ....
- More info in full doc….
M. Litigation.
- A schedule of all pending litigation.
- A description of any threatened litigation.
N. Insurance Coverage.
- A schedule of the Company’s insurance claims history for past three years.
O. Professionals.
- A schedule of all law firms, accounting firms, consulting firms, and .....
P. Articles and Publicity.
- More info in full doc….
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