Due Diligence

In the UK, solicitors working on mergers and acquisitions, management buy outs/buy ins, and other corporate finance transactions have to undertake due diligence as a core part of their workload, yet practical guidance for lawyers is difficult to come by. Due Diligence: A Practical Guide meets this need by providing a step-by-step manual of the complete due diligence process from start to finish. It brings together simple transactional guidance with trouble shooting, potential pitfalls, points of concern, and precedents to provide everything that the company and commercial lawyer needs in a single handbook. This is complemented with helpful practice notes with tips and traps highlighted. The know-how is supplemented with a wealth of fully annotated UK precedents, including team sheets, questionnaires, and reports. All of these are included on the accompanying CD-ROM, allowing them to be placed directly on client files, and giving users a ready-made practice toolkit. This second edition reflects changes in UK legislation and explores in depth some common issues that can derail a transaction if not explored fully in the due diligence process, such as: employee liabilities * environmental concerns * data protection and the release of information * anti-corruption and the impact of the Bribery Act 2010 * pensions and underfunding * software businesses and intellectual property issues * culture and ethos. In addition, the book explores how due diligence can inform post-acquisition integration and how ongoing business health-checks enable the business to maximize performance and minimize risk.