Due Diligence Investigations in Acquisitions.
Due diligence is a process when the buyer conducts an intense examination of all the documentation disclosed by the seller to ensure the seller is disclosing all material and relevant facts to the buyer about the business. It allows the buyer to examine the documentation through research and analysis to verify and detect any undisclosed information that might negatively affect the buyer’s decision to move forward on the transaction
As investigators, we play a very small but significant role in the acquisition process. We will investigate the status of the corporation, determine the current and former names of the directors and shareholders of the business, obtain details on any amalgamations, registered office address, directors names and addresses, current officer information and the articles of incorporation.
We have the resources to conduct corporate searches all over the world to determine if a company is in good standing. In some jurisdictions, we are able to search by officer name to determine if there are any other business or corporations that are associated to specific directors as well as conducting an in-depth snap-shot of the business by providing a history of the business, people, products, service, rankings, auditors, financials, industry analysis and the competitors. We are able to search a company's credit to learn about their financial history, including their debts, loans and their ability to pay these obligations on time. These reports will also include a complete list of all collections and judgements against the company. We conduct both personal and corporate bankruptcy searches on the directors and officers of the target company, as well as the entities that are the subject of the due diligence investigation to determine the causes, debts and liabilities of the bankruptcy, as well as the final disposition.
Once we have conducted a thorough analysis of the entities, as noted above, we will then be in a better position to conduct an investigation into any legal matters, judgements or bankruptcies that are filed in court. We have the ability to search online in most jurisdictions all over the world and we can provide copies of court records, if required.
Personal property searches and Uniform Commercial Code searches in the United States will indicate whether the personal property of a business, corporation, individual or a motor vehicle is encumbered and subject of a security interest of a creditor. This record will also provide details of the expiration of the registration of the security interest and the specifics of the collateral secured as interest, the personal names, addresses and the date of birth of the individuals we are searching.
If necessary, we carry out investigations on the officers and directors to determine if there are any criminal court records or other relevant outstanding criminal matters or litigation against them personally.
We understand these are time sensitive matters and we have the ability to respond quickly and efficiently with the knowledge and the resources at our fingertips.
Janie A. Duncan is a licensed private investigator and President of Duncan Investigations Inc.
March 8, 2020.