Every buyer's checklist is a variation on the same document. Building your own version first means the request list arrives as a formality rather than as a month of work, and it lets you find the gaps while you can still close them.
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The due diligence checklist for acquisition of a private company: corporate and ownership
Formation documents, the ownership record and any option or warrant grants, the operating or shareholders agreement, minute books and resolutions, good standing in every state where you trade, and any loans between the company and its owners. Buyers will not close on an entity whose ownership is uncertain, and this is the section most often incomplete in a small company.
Financial, tax and contracts
Three years of statements and returns with year to date figures, the add back schedule with evidence, receivable and payable ageing, the asset register, debt and finance agreements with payoff figures. Then the contract file: customers, suppliers, the lease, licenses, insurance, with every change of control clause flagged and any required consents identified early.
People, operations and risk
Employee list with roles, pay, hours and start dates, employment agreements and restrictive covenants, benefit plans, and an organization chart. Then operations: systems, key dependencies, health and safety and environmental records where the trade has them, and any litigation or regulatory contact open or recently closed.
Questions people ask about M&A due diligence checklist
Is there a standard mergers and acquisitions due diligence checklist?
There are conventional ones, and every buyer adapts theirs. The streams are the same; the depth varies with the deal size and the lender.
How far back does a merger due diligence checklist go?
Three years for financial information is the usual, longer for tax, litigation and anything with a long tail such as environmental matters.
What if the business is small?
The list shortens but does not change shape. A small business with clean records can complete diligence in a few weeks.