This due diligence requisition list template has 14 pages and is a MS Word file type listed under our finance & accounting documents.
Sample of our due diligence requisition list template:
DUE DILIGENCE REQUISITION LIST PROPOSED ACQUISITION OF [COMPANY] In connection with the proposed acquisition of [COMPANY] (the "Company"), we have developed the due diligence requisition list set forth below in our capacity as legal counsel. As we are provided with the documentation and information request below, additional requisitions may arise. We will also be relying on the potential [ACQUIRER/INVESTOR] and its advisers to bring to our attention materials which are not specifically addressed on the following list, but which would be properly characterized as material and which should be the subject of due diligence procedures. Finally, we would ask that you please advise us of any new information or amendments to existing information if, as and when it becomes available, and provide us with any available additional documentation relating thereto. The due diligence requisition as set forth below is broad in scope and not all requests may be applicable. In the interest of conducting a thorough review, however, we requested each item below be considered and that no responses be provided for inapplicable items. To the extent possible, it would be kindly appreciated if you could cross-reference your responses and documentation to the numbers referred to below. Please note that all references to the Company include all subsidiaries of the Company, if applicable. DUE DILIGENCE REQUISITION LIST CORPORATE STRUCTURE Please provide a detailed description of corporate structure, including subsidiaries, and a corporate organization chart, and identify any changes to this structure in the last 6 financial years. In respect of the Company please supply: name, country and date of incorporation, registered no. (if applicable), and location of registered or head office(s) together with a copy of its Certificate of Incorporation and any Certificate of Amendment or Continuance (or any equivalent or similar type of document); up-to-date bylaws and any other constating documents, together with any relevant resolutions/agreements or other amendments thereto; details of its current authorized share capital and issued and paid-up share capital (classes and denominations) and list of shareholders, any creation and issue of shares (including dates, allotters and consideration) in the last [NUMBER] years and any other changes in share capital in that period, including any share capital repurchased, repaid, reduced, redeemed, converted, consolidated, subdivided or reclassified: details and copies of any joint venture, partnership, shareholders' or similar agreements relating to the Company or to which the Company is party, as well as any escrow or pooling agreement in respect of the shares of the Company; purchase, subscription or conversion agreements, or options over or in respect of share or loan capital; audited accounts of the Company for the last [NUMBER] years or (if shorter) since incorporation; full names and addresses of all directors and officers including function and job title, and of the secretary; and the Company minute books, directors and shareholders resolutions (to the extent not found in minute books), company seals and any other statutory books or records which the Company is required to have by law, as well as the location of Company records, including share certificates. Please provide details of, and copies of all contracts relating to, the acquisition or disposition of shares or businesses or other material assets by the Company in the last [NUMBER] years. Please provide details of any proposed reorganization, including copies or drafts of tax clearance applications. Please provide details of any arrangements (whether formal or informal) between the Company and any related company or any director or officer of the Company (or of any related or affiliated company). List all jurisdictions in which the Company has offices, holds property, conducts business or has agents or employees. Provide details of any documentation understanding or commitment that purports to grant any person an option, warrant or their right to acquire shares or other securities of the Company. Schedules of current officers and directors of the Company. Closing books relating to previous issuances of securities. Copies of all publicly filed documents, including any confidentially filed documents. BORROWING, INDEBTEDNESS AND FINANCIAL ARRANGEMENTS Please provide details for the Company, and where relevant copies, of: bank accounts (including approximate current credit or debit balances) and bank overdraft and other bank and other facilities; loan capital (including subordinated loan capital); finance or operating leases and any related financing arrangements; other credit arrangements or borrowings, including any leasing, credit sale or hire-purchase arrangements (where the annual payments exceed [AMOUNT], acceptance credit facilities, loans or credit arrangements with suppliers, off balance sheet financing arrangements, and any other arrangements whereby the Company has incurred or may incur indebtedness in the nature of borrowing; and mortgages, charges, pledges and other security or equivalent arrangements. Please provide details of: guarantees, indemnities, bonds and letters of comfort (including any commitment to provide any of these) given to any third party by the Company or by any third party to support any obligations of the Company, including any outstanding letters of credit issued on behalf of the Company; export credit guarantee policies or other credit insurances held directly or indirectly by the Company; and foreign exchange contracts, interest, currency or others swap contracts or derivative instruments to which the Company is directly or indirectly party. Please provide details of: trading and indebtedness and copies of agreements (including, if relevant, Board minutes) in respect of companies related to or affiliated with the Company; and loan, current account and other indebtedness (including amounts and interest rates) to or by any director, officer, employee or agent, or any related or affiliated company. Please provide a list of debtors, including details of any debts considered bad or doubtful. Please provide details (including copy correspondence) regarding actual, potential or alleged defaults or waivers under any of the agreements or instruments referred to in [SPECIFY]. Please provide details of current, proposed or projected capital commitments and capital expenditure of the Company. EMPLOYMENT, PENSIONS AND SOCIAL SECURITY Please provide a list of all persons with salaries in excess of [AMOUNT] currently employed by the Company, including: full name and date of birth; date of commencement of employment (both actual and, if different, for any statutory compensation purposes); employing company and location; job title, function and hours worked; current annual salary, date of most recent increase, details of any proposed increase or review or related negotiations, and details of frequency of review; commission and bonus arrangements; benefits, including accommodations, car and expenses allowance; notice entitlement; and any warnings given or other written correspondence in the last [NUMBER] months. Please provide a list of persons who have accepted by not yet begun employment, and of all persons whose employment has been terminated in the last [NUMBER] months and details of any key vacancies in the Company. Please provide details, and, if available, copies of: the standard terms of employment for all grades of employee; and any handbook and/or other directives or regulations (whether written or otherwise) for employees, including grievance/disciplinary procedures.
