LEGAL DUE DILIGENCE CHECKLIST
Investigation of a target company’s corporate, contractual and compliance standing for M&A, investment or lending.
Corporate Records
- ☐ Certificate of Incorporation, MOA and AOA
- ☐ Statutory registers (members, directors, charges)
- ☐ Board and general meeting minutes
- ☐ Shareholding pattern and cap table with dilution history
- ☐ Share certificates, transfer deeds and ESOP records
Contracts & Commercial
- ☐ Material customer and vendor agreements
- ☐ Loan, guarantee and security documents
- ☐ Lease and property title documents
- ☐ Founder/employment and non-compete agreements
Litigation & Regulatory
- ☐ Pending litigation, notices and arbitration proceedings
- ☐ Tax assessments and demands (income tax, GST)
- ☐ Regulatory approvals and licences held
- ☐ Environmental and labour law compliance
Intellectual Property & Compliance
- ☐ Trademark, patent and copyright registrations
- ☐ IP assignment from founders and employees
- ☐ ROC filing history and default check on MCA portal
- ☐ FEMA/FDI filings for any foreign investment
- ☐ Data protection and privacy compliance
Note: Summarise findings in a red-flag report distinguishing deal-breakers, conditions precedent and post-closing rectifications. Obtain indemnities for unresolved risks.