CORPORATE ORGANIZATION & OWNERSHIP
List of current officers and directors, including the history of the management team.
Comprehensive organization chart detailing the structure of the company and its subsidiaries.
Corporate history, including founding details, evolution of service offerings, location changes, ownership changes, acquisitions, divestitures, and financial history.
List of all subsidiaries and significant non-subsidiary investments, including details on shares, interests, and voting rights.
Description of transactions with insiders such as stockholders, directors, officers, employees, or affiliates.
Detailed records of stock, options, and warrants issuances or grants.
Complete list of shareholders with share counts, issuance dates, and consideration received.
Documentation of all shareholder agreements, voting agreements, trusts, proxies, rights, and ownership-related matters.
Copies of agreements related to stock transfer restrictions, registration, repurchases, redemptions, exchanges, conversions, and preemptive rights.
Stock books and recent communications to shareholders, including quarterly and annual reports within the past five years.
Outline of the company's core competencies and strategic alliances.
Detailed synergies expected from acquisitions, categorized by cost reductions and potential revenue increases.
Analysis of how the company's products, personnel, and geographic coverage align with potential acquisitions.
Organizational documents for the company and each subsidiary, including certificates of incorporation, by-laws, partnership agreements, and LLC agreements.
Review of minute books, including board and shareholder meeting minutes and written consents.
Analysis of all acquisition agreements and related government filings.
Examination of all publicly filed documents and press releases issued by the company.
Internet searches and media article reviews concerning the company and industry.
Summaries of corporate history, including mergers, acquisitions, and divestitures.
Obtain and review certificates of status/good standing for the
company.
Conduct a corporate review of the minute books focusing on the validity of major corporate actions.
Obtain a list of jurisdictions where the company is or should be qualified to do business and conducts operations, including employee and property details.
Review partnership or joint venture agreements, if any.
Perform asset searches in jurisdictions where principal assets are located.
Analysis of the number of shares outstanding and documentation of private equity issuances.
Summary of warrants, convertible notes, and any rights entitling the holder to obtain equity.