Due Diligence (DD) (from English – due diligence) – compilation procedure of fair view about investment object including investment risks evaluation, independent evaluation of investment object, comprehensive study of company’s activity, comprehensive verification of its financial status and market situation. It is usually conducted before business purchase, execution of a transaction on incorporation (joining), agreement signing or cooperation with the given company.
In legal analysis the following has been implemented:
- Expert operation of constitutional and internal corporate documents which determine the company’s corporate management, checking of the company’s legal status, validities of constitutional documents and formation of the company’s authorized fund;
- Checking of validity of the company’s management scheme, evaluation of validity of appointment and scope of the company’s authorities (managerial bodies, supervisory bodies, executive bodies, controlling bodies and others). The main transactions analysis with the company’s shares (interests), information about shareholders, their property and non-property rights;
- Conformance checking to the requirements of legislation of the Republic of Kazakhstan decisions of the company’s bodies;
- Transactions expert operation with interests in the company’s authorized fund and ownership’s change data, list of the company’s shareholders (ownerships), property and non-property rights of the company’s shareholders, agreements of the company’s shareholders;
- Checking of the company’s registration of ownership to its property, conformance checking to the requirements of legislation of the Republic of Kazakhstan of registration of title of target company including checking of property registration on real estate;
- Checking on risks’ presence of right avoidance on property including title encumbrance of pledge and other rights of claim by third parties;
- Checking of licenses and permits of the company, risks of their recall or discontinuation;
- Risks analysis arising in the case of application of anti-monopoly legislation of the Republic of Kazakhstan to target company and transaction as it is for its acquisition;
- Legal analysis and determination of the company’s legal risks connected with trademarks, patents which declared and registered in authorized bodies by intellectual property and with other rights on the company-owned or other parties items of intellectual property including risks of avoidance or deregistration;
- Analysis of the main agreements of the company with the aim of risks determination, noncompliance to legislation of the Republic of Kazakhstan, arising of adverse consequences for buyers;
- General evaluation of compliance with labor legislation to the item of possible legal risks;
- Other issues which can arise from peculiarities of the company’s activity.
According to legal analysis results customer is provided by report.