Exit Readiness: Legal Due Diligence Questionnaire
Are you considering an exit in the next couple of years? Or are you simply keen to undertake a ‘corporate MOT’ and ascertain whether your legal matters are all in order for your business? Either way, we can help.
Are you exit ready?
If you are looking to sell your business and considering an exit within the next couple of years, you might want to start planning and preparing for this now, to help make the process more streamlined when the appropriate time comes. A potential buyer will be keen to understand the extent of any risks and liabilities sitting within the business, as these could mean the following for a buyer:
- (i) Potential ‘deal-breakers’, causing them to walk away from a transaction
- (ii) Potential ‘price-chip’ requests
- (iii) Requests for enhanced warranty protection
- (iv) Requests for indemnity protection.
As a seller, clearly you will be keen to avoid these potential scenarios, and so we recommend undertaking some analysis at an early stage and considering whether there are any issues that would benefit from being remedied prior to entering into a process, to present your business in the most attractive light possible when it goes to market. Â
How our questionnaire can help
Below, you can access a high-level legal due diligence questionnaire which asks a series of questions covering those areas a buyer is interested in learning more about in typical in a legal due diligence assessment, where each separate topic has its own sub-heading for ease of reference. The questions are presented in a high-level format, where each question requires a simple yes/no response. You will also find below a definitions section, setting out the meanings for each of the defined terms used in the questionnaire.
Completing the questions below in respect of your business and submitting your answers, will enable us to ascertain whether there are any obvious areas where it may be helpful or appropriate to act and take action prior to launching any exit process. For example, there may be matters which need to be remedied prior to an exit process to achieve the best outcome and present the business in the best light possible.
Please fill in the questionnaire
There are 111 questions.
You can read a list of definitions used in the questionnaire below.
What happens next?
Once you have completed the above questionnaire, a lawyer in our experienced Corporate team will work through your responses and arrange a follow-up session with you to walk you through any ‘red-flags’ that have been identified, together with recommendations for how you might want to remedy them.
Follow-up sessions
If it would be helpful, we would also be happy to use a follow-up session to explain the way a legal deal-process will work, walking you through the various steps from Heads of Terms stage, through the key legal transaction documents, right the way through to deal completion, and you can of course use the opportunity to raise any further queries you might have.
Key contact
Jenna Ostrowski
Partner
I thrive on the buzz of completing a transaction, that’s why I chose to specialise in corporate mergers and acquisitions. Doing deals is exciting for all clients, whether I’m acting for buyers or sellers and corporates or individuals, but I find it particularly rewarding when working for owner-managed businesses
Disclaimer
The purpose of the proposed Exit Readiness Legal Due Diligence Questionnaire set out above is to seek to provide a high-level summary of the current status of the Company from a legal basis, highlighting any areas which may be considered to be ‘red flags’ in a legal due diligence process. The aim of the exercise is to provide a snapshot only, leading to talking points for further discussion with our team of HCR Law specialist lawyers. It is not intended to be a comprehensive and definitive legal due diligence questionnaire, nor is it intended to be, nor should it be regarded as, as substitute for a full formal legal due diligence assessment, which would be required if you decided to transact and launch an exit process.
Assessing the above does not constitute formal advice and HCR Law therefore makes no representation or warranty that the contents of the questionnaire nor any follow up discussions are accurate, fit for purpose or complete. The purpose is solely to facilitate discussions on how ready the business may be for an exit and how HCR Law may be able to support you in a potential journey going forwards. Any formal support and advice will be subject to contract and satisfactory completion of our client and engagement acceptance procedures.