Due Diligence in Business Transactions

This valuable deskbook presents a complete overview of the due diligence process and gives attorneys, legal assistants and allied professionals the tools they need to conduct more thorough and efficient due diligence investigations.
Publisher: ALM
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ISBN: 9781588520661
Publisher: ALM
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This valuable deskbook presents a complete overview of the due diligence process and gives attorneys, legal assistants and allied professionals the tools they need to conduct more thorough and efficient due diligence investigations.

Due Diligence in Business Transactions provides detailed guidance on: who makes up the due diligence team and what roles these various experts play; how to limit your risk of liability for inadequate or incomplete due diligence; what the courts say about "adequate due diligence " under the federal securities laws; creating a "data trail " to document the investigation; techniques that can help you uncover more and better information; the special requirements of international and intellectual property due diligence; and how the due diligence investigation process varies for different types of companies. Chapters analyze due diligence on environmental issues, real property and personal property, debt instruments, employee benefits, insurance and liability coverage, international issues, and intellectual property, as well as due diligence considerations in light of heightened national security. The book features over 100 forms and checklists.

Due Diligence in Business Transactions includes in-depth coverage of the case law and statutes governing due diligence and shows you what to do—and what to watch out for—every step of the way. Two volumes, forms on CD-ROM.

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Table of Contents


CHAPTER 1

Introduction to Due Diligence



CHAPTER 2

Statutory, Case Law and Common Sense Origins of Due Diligence



CHAPTER 3

The Multidisciplinary Due Diligence Team



CHAPTER 4

Scope of Review and Data Room



CHAPTER 5

The Data Trail: Memoranda, Legal Opinions and Other Written Records



CHAPTER 6

Company Interviews and Director/ Officer/Shareholder/Investor Questionnaires



CHAPTER 7

Essential Records Review



CHAPTER 8

Basic Environmental and Sustainability Due Diligence



CHAPTER 9

Real Property and Personal Property Due Diligence Review



CHAPTER 10

Debt Instrument Review



CHAPTER 11

Employee Due Diligence



CHAPTER 11A

Foreign Worker Status Due Diligence



CHAPTER 12

Due Diligence Investigations in International Transactions



CHAPTER 13

Intellectual Property Due Diligence



CHAPTER 14

Risk Management Practices Due Diligence



CHAPTER 15

Due Diligence Considerations Involving National Security Regulations



Index