Gray and Co, lawyers, abogados, international legal services, Panama City

Beth Anne Gray J., LL.B. (Hons.) & Victoria Tejada LL.B.

P.O. Box 832-0816 - World Trade Centre - Panama City - Republic of Panama

International Legal Services

 

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Due Diligence Checklist

Due Diligence - Verifying the facts before you invest

"Due Diligence" is a legal term which means, essentially, to make sure that all the facts regarding the company that you intend to invest in are available and have been independently verified.  In some respects, it is very similar to an audit.  All the documents of the company are assembled and reviewed, the management is interviewed and a team of financial experts, lawyers and accountants descends on the business to analyze it.  (At least, that's what happens with it is a large business). 

The goal of due diligence is simple: Learn as much as possible about this particular business and the industry. Particularly in a soft economy, a little due diligence is worth the effort, and it usually can be done in a few short hours.  Like prevention, an ounce of due diligence is worth a pound of cure.  Even if you're confident that the business or project you intend to invest in is legit and capable of living up to its promises, a little due diligence will help you understand their unique nature and allow you to better understand what you're getting into. 

There was a time not so long ago when a law firm would have to use an "information specialist" to find this information, or in extreme cases, hire a "corporate spy" to dig up the most sensitive competitive business information. But today, with so much business, legal and news information available on the Internet, getting this kind of "business intelligence" is infinitely easier.  This is true even in Panama.  To locate company background and financial information via the Internet follow these steps:

bulletReview the company’s own web site
bulletSearch company directories
bulletReview corporate records (those available at the Companies Registry)
bulletReview "doing business as" name records - check out their commercial license with the Ministry of Commerce & Industry
bulletRequest copies of annual tax returns and audited financial statements
bulletObtain news about the company and its executives
bulletAscertain whether any agency regulates the company and review their records
bulletIf the company is selling you shares - are they publicly traded?  If so, review their filings
bulletLocate opinions, briefs, complaints and settlements concerning the company

Locating a company's web site should be the first step you take to learn information about the company. By using a company's own site, you'll be able to obtain information that you normally would have to spend hours surfing the net for. Just like most people, companies like to talk about themselves. It's amazing how much a company will tell you about themselves and their products (sometimes, right down to the technical specifications) on their own web sites. Company sites may provide press releases, background information about company executives, other financial information and even some information not available anywhere else on the net. After discovering what the company has to say about itself, you can then search the Web for outside "objective" information about the company in order to compare the data and draw your own conclusions.

Here are a few other methods worth exploring:

bulletAsk around informally. Ask open-ended questions and above all be courteous. If word gets back to your potential client and they ask you if you've be making inquires, admit it freely. Explain that due diligence is part of every business deal you make.  You can gather information informally by speaking to neighbouring businesses, local experts and pundits, their customers, and if you're really good, their competitors. It's through these talks that you'll learn the history of the company, its standing in their respective community, and the prospects for longevity.
bulletLearn from the information they provide you. You can gather a good deal of information from the company itself, through annual reports, press releases, and collateral material. Try to spend as much time beforehand speaking with the inside team on the project. This will help you understand their goals, and determine if the plans are reasonable and their expectations or projections fair.
bulletHave a look at the Due Diligence Checklist

See also:  Due Diligence Information Services

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Last modified 26-Sep-2007 17:37 -0400

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Last modified 26-Sep-2007 17:37 -0400