There is more to due diligence than completing a checklist and checking documents in a data room. At Beck Legal, our corporate team adopts a holistic approach to due diligence, which starts with getting an understanding of the key drivers behind a transaction. For example, are you making the acquisition to get access to a new market, to acquire specific intellectual property or assets, or get a key customer or supplier contract? Once we understand the drivers, we can tailor our due diligence report and advice to focus on what really matters to you.
Our Due Diligence & Pre-Acquisition Services
Our team can advise you on all aspects of due diligence, including:
- Contracts – Review of the terms of any material contracts the business has (e.g. supply agreements, key customer agreements) to confirm their duration, termination rights, liability, financial terms, and ability to be assigned;
- Employment – Review of employment contracts and payslips to ensure employees are being paid correctly and confirm whether employees are being employed on more favourable conditions than usual (which you will then need to honour). We also confirm the length of service of employees, and who the key employees are so we can ensure the sale is conditional upon them transferring across;
- Premises – Review of any leases to confirm the duration, assignment process, liability/exposure, rent payable, rent increases, breaches committed, permits required and options to renew;
- Intellectual Property – We will confirm the business owns all key intellectual property, and can review any licence agreements, transfer of intellectual property agreements and other intellectual property agreements;
- Legal Compliance – Review of privacy policies, and compliance with any applicable laws;
- Insurance – Review of any policies and Certificates of Currency, details of any claims made in the past three years and any outstanding claims;
- Workplace health and safety – Review of policies, claims and investigations;
- Litigation – Investigation of any past or current claims against the business, or any proposed claims, including a search of the Court records;
- Assets – Review of any vendor finance agreements, chattel mortgages or similar, and searching the PPSR to confirm ownership;
- Superannuation – Confirming all superannuation payments are up to date and if the company operates its own scheme, a review of that scheme;
- Financial due diligence – We liaise with your accountant in relation to the financials of the business to ensure that all advisers are on the same page and we can present you a completed advice;
- Industry – Investigation of matters and risks that we identify based on the industry of the business;
- Other – Our team will also review IT contracts, outstanding tenders/quotes available for acceptance, guarantees given, and ACCC/restrictive trade practices claims.
Where appropriate, we utilise software to complete the process as efficiently and thoroughly as possible.
Why Beck Legal?
Due diligence requires a team of lawyers with the experience, skills and track record to properly advise on each aspect of the due diligence enquiries. Beck Legal’s corporate team has the expertise to manage the entire due diligence process on your behalf and will provide you with strategic and commercial advice and recommendations based on our findings.
If you would like more information about due diligence and pre-acquisition advice get in touch today.