并购尽职调查清单_英文版

Pagቤተ መጻሕፍቲ ባይዱ 1
[Target Name] 1.0 Change of Control
1.01

Response (e.g., “provided” or “none”)
List and briefly describe any liability or expense that would be incurred as a result of a change of control of the Company (through an asset sale, stock sale or merger), whether under any arrangement with governmental entities or private third parties or otherwise
Section # 1.0 2.0 3.0 4.0 5.0 6.0 7.0 8.0 9.0 10.0 11.0 12.0 13.0 14.0 15.0 16.0 17.0 18.0 19.0 20.0 21.0 22.0 23.0 24.0 25.0 26.0 27.0 28.0 29.0 Section Name Change of Control Corporate Records Intellectual Property Other Material Contracts Litigation Regulatory/Compliance EHS Insurance Encumbrances Employment, Employee Relations and Benefits Organization / Staffing Human Resources Real Property Facility Information Tax Treasury Accounting Finance Sales Sourcing Acquisition and Divestitures Computing Platforms Communications Platforms and Systems Applications Systems General Distribution Operations Marketing Competition
All share ownership records
All stockholder or voting agreements All option and warrant agreements Filings showing compliance with securities laws, if applicable Chart or other data showing the relationship of the Company with any subsidiaries, joint ventures, or partnerships Copies of the stock certificates held by the company of any subsidiaries or other companies
3.0 Intellectual Property
3.01 3.02 3.03 3.04 3.05 3.07
[Target Name] DUE DILIGENCE REQUEST[DATE]
The following information and documents are needed for all legal entities or assets being acquired and any liabilities potentially being assumed (collectively the “Target” or “Company”). Information may also be needed concerning third parties. References to stocks, shares and holders and holdings of same shall be understood to include respectively any security or equity interest and the holder thereof (except where the context clearly indicates otherwise).
2.0 Corporate Records
2.01 2.01.01 2.01.02

2.02 2.03 2.04 2.05 2.06 2.07 2.08

All minute books, including the charter/formation documents (e.g., articles of incorporation, articles of organization, other charter documents, etc.) - certificate of incorporation and any certificate of incorporation on change of name or re-registration - minutes from meetings of stockholders/members or consents (together with copies of all resolutions amending charter documents to the extent that those amendments have not been incorporated in the documents provided) All bylaws, operating agreement, regulations