Corporate Legal Due Diligence

In corporate law, due diligence is the process of conducting an intensive investigation of a company or business as one of the first steps in a pending purchase of a business.

When buying a company or a business, legal considerations are as important as financial and tax considerations to the success of your purchase of the company or business. Your management will probably want to take certain steps to make sure you are covering all your legal bases, including:

  • Ensuring that all the directors, secretaries and auditors have been validly appointed
  • Ensuring that all shares have been validly issued and allotted, and that all transfers of shares are valid
  • Ensuring that you get a full assessment of the possible legal risks related to the corporate status, assets, debts, leases, warranties, long-term customer agreements, indemnities, contracts, securities, intellectual property and employees of the target company
  • Ensuring that all actual and potential lawsuits and/or investigations by governmental bodies are fully disclosed
  • Conducting a thorough legal analysis and inventory of the existing employment conditions to help you any employment or HR related issues of the proposed deal and anticipate possible burdens to any post-deal harmonisation of employment conditions
  • Making sure the complex corporate legal documentation is done properly during the implementation of the ideal transaction structure
  • Ensure the target has complied with relevant laws including the Personal Data Protection Act

We can assist you in avoiding legal pitfalls by tackling them early on at the negotiation table before the signing of the sale and purchase agreement.

Cost: From S$7,000 onwards

Scope of work

  • Review legal documents on virtual data room or on-site at target's office
  • Review of the corporate secretarial documents to ascertain the valid appointment of the directors, secretaries and auditors, and the valid issue, allotment and transfer of shares
  • Review of all contracts, legal documents and material transactions of the target company
  • Preparation of due diligence report with an executive summary
  • Email advice and telephone calls to discuss issues arising from the due diligence exercise
  • Up to three (3) physical meetings with clients (add-on)
  • Company searches and litigation searches to be billed separately
  • Due to the nature of legal due diligence, our same day guarantee does not apply