Mini Due Diligence
In an investment, partnership or acquisition discussion, the first thing the parties need is a view of the company’s legal position before committing to a full due diligence exercise. The same need applies to companies that want to see themselves the way an investor would.
Mini Due Diligence meets that need in three weeks: constitutional documents, data protection, intellectual property and sector-specific obligations are reviewed, and the findings are gathered into a single risk map.
Stages
Core documents
İncorporation documents, shareholding structure, board resolutions, commercial agreements and financial obligations are examined.
Data protection and intellectual property
Data protection compliance, trade mark, patent and software rights and licensing relationships are examined to establish what the company owns and what it merely uses.
Sector review
The permits, licences and regulatory obligations specific to the company’s sector are assessed, together with its level of compliance with them.
Findings and action report
The findings are classified by risk level and plotted on the risk map, and the Mini DD Report is delivered together with priority actions.
Areas Reviewed
- Preliminary risk assessment
- Current state analysis
- Incorporation documents, shareholding and board resolutions
- Commercial agreements and financial obligations
- Data protection compliance
- Trade mark, patent and software rights
- Sector permits and licensing obligations
- Operational and legal risks
- Level of compliance
Deliverables
- Risk map
- Mini DD Report
Frequently Asked Questions
How does Mini Due Diligence differ from a full-scope due diligence?
A full review covers all the legal details of a transaction and usually takes weeks or even months. Mini Due Diligence captures the company's legal position in three weeks, focusing on the most important risk areas, and brings the findings together in a single risk map. It was designed to answer, at the start of negotiations, "is this company worth pursuing, and where should we look more closely?"
Can we commission it for our own company?
Yes, this is one of its most common uses. Seeing the company as an investor would see it, before an investment round or sale negotiation, allows gaps to be closed before the other side's review. This speeds up the process and prevents unexpected price reduction demands in negotiations.
Are financial and tax matters in scope?
No, the review is legal. Financial obligations, security interests and debt arrangements arising from commercial contracts are examined from a legal perspective, but reviewing the financial statements and tax position is the domain of accountants or audit firms. If such a review is also being carried out, the work can be coordinated so that the findings can be assessed together.
What documents are needed for the review?
Incorporation documents and articles of association, the share ledger and board and general assembly resolution books, material commercial contracts, data protection compliance documents, records relating to trademark and software rights, and sector-specific permits and licences. Documents are usually shared through a virtual data room. Missing documents are a finding in themselves and are recorded as such in the report.
Would you like to run this programme at your company? Schedule a meeting with us — the first meeting is free of charge.
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