StartUppLegally · Editorial policy
General business preparation, not legal advice. Transaction and jurisdiction-specific conclusions require professional review.
Document Categories and Responsibilities
Organise the request list by corporate records, ownership, contracts, personnel, intellectual property, disputes and regulatory matters. Assign responsibility for locating each document and explaining any omissions.
Version Control
Distinguish executed agreements from drafts, retain amendments with the original document, and use consistent filenames. Maintain an index identifying the relevant version of each document.
Coordination of Due Diligence
Legal, financial, tax and commercial due diligence have distinct objectives. Agree the scope of each review and appoint a person responsible for coordinating the document request list.
Confidentiality and Access
Use a private data room with access restricted to authorised persons. Confidential transaction documents should not be uploaded to a public website or an initial enquiry form.
Outstanding Information
Record each request, responsible person, status and next action. A document checklist supports preparation but does not establish transaction readiness or constitute a due diligence conclusion.
A Working Document Index
Use columns for request reference, document description, owner, status, version and next action. A fictional entry might identify a signed customer agreement, its two amendments and an internal commercial owner, with a question about an unavailable schedule. The index should make the missing information visible rather than imply the document set is complete.
Handling Gaps and Follow-up
Distinguish not applicable, not located and awaiting a third party. Identify who will respond and retain a dated questions log. Do not invent records or label a gap resolved because the document is inconvenient to obtain. The advisers should determine how missing information affects their review and the transaction.
Preparing the Handover
Agree the request scope and access permissions before opening the data room. Keep a clean index and avoid duplicate files with ambiguous names. Do not send passwords, unrestricted links or confidential records through an initial public enquiry. The purpose of the checklist is to organise the review, not to certify the business or transaction.
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