[Company Name]

Due Diligence Documentation

Due Diligence Category	Documentation Task	Owner	Status
Business Plan, Corporate Structure, Financing
Business plan	Current five-year business plan
Prior business plan
Corporate organization	Articles of incorporation
Bylaws
Recent changes in corporate structure
Parent, subsidiaries, and affiliates
Shareholders’ agreements
Minutes from board meetings
Shareholders	Number of outstanding shares
Stock option plan
Samples of common and preferred stock certificates, debentures, and other outstanding securities
Warrants, options, and other rights to acquire equity securities
Current shareholders, including number of shares owned, dates that shares were acquired, considerations received, and contact information
Relevant private placement memoranda and other offering circulars
Lenders	Convertible, senior, or other debt financing
Bank lines of credit, loan agreements, or guarantees
Loan defaults or expected defaults
Recent corporate transactions	Description and rationale for each transaction
Purchase and sale agreements
Regulations	Business licenses
Environmental permits
Workers’ health and safety permits
Marketing, Products, Sales, Service
Market analysis	Competition by product line (include contact details, market size, market share, and competitive advantages and disadvantages)
Industry and market research
Trade publications and contact information
Marketing, products, sales, and service	Features and benefits of product offerings
Product rollout schedule and product life cycle
Copies of patents and trademarks filed or obtained
Pricing strategy of product or service
Descriptions of existing partners and joint ventures
Distribution channels
Promotion tactics
Top-10 customers by product line and total installed base
Sales and marketing presentations
Product catalogs and brochures
Press releases or articles written about the organization
Professional affiliations
Customer service strategy
Contracts	Major contracts by product line
Support/maintenance contracts
Warranties and guarantees
Other customer-related contracts
Supplier contracts
Technology	Technology strategy
Overall technical capabilities
Technical competitive advantages and weaknesses
Technical personnel
Copies of user documentation by product (current and historical)
Copies of technical requirements, code strategy by product (current and historical)
Development process
Financial and Operations
Financial statements	Three years of historical statements:
Income statement (P&L)
Balance sheet
Statement of cash flows
Statement of shareholders’ equity
CYTD statements
Most recent five-year projections (pro formas)
Monthly sales projections and sales pipeline over next 18 months, including assumptions
Key financial ratios	Liquidity
Leverage
Operating efficiency
Profitability
Return to investors
Taxes and audits	Historical tax rate
Federal and state net operating loss carry forwards
Tax returns
Summary results of all tax examinations and audits
Receivables	Accounts receivable turnover
Accounts receivable aging schedule
Accounts receivable control and credit policy
Accounts receivable seasonality
Capital expenditures	Last five years
Five-year gross projection
Detailed priority list
Equipment	List
Depreciation method
Age
Liquidation value
Replacement value
Leases	Lenders
Terms
Interest rate
Payment schedule
Litigation	Current litigation and potential damages
Potential litigation and potential damages
Insurance	Property
Liability
Workers’ compensation
Other
Information systems	Description of infrastructure
Security layers
Backup strategy
Human Resources
Management	Organizational chart (including number of employees by department)
Resumes for key managers and key employees
Management stock incentives
Compensation and benefits	Cash compensation per employee (including salary, bonuses, commissions)
Summary of standard employee benefits (such as medical insurance, disability insurance, vacation)
Copies of 401(k) and other qualified pension and profit-sharing plans
Other	Ownership interest
Employment contracts
Performance evaluation criteria
Material transactions with insiders or associates of insiders
References	Executives: Three references for each
Attorney: All legal relationships
All directors and significant affiliates; include brief biographies
Investors: List all individuals and institutional investors
Customers: List of top 10
Strategic partners
Consultants, freelance workers (current and historical)
Accountants (current and historical)
Bankers and creditors (current and historical)
Associations: All industry associations in which company and management are affiliated or active