Investor’s counsel will likely prepare a lengthy due diligence request list asking you to provide every piece of paper that possibly relates to your company. The request list will likely be daunting, but take comfort in knowing that it is often over-inclusive. Still, be prepared to provide copies of all important documents relating to your company, including your company’s organizational documents, all material contracts, all documents relating to pending litigation and litigation recently completed, all documents relating to labour and employee benefits matters and tax documents, among others. These documents are often organized in a central “data room,” which may be located in your company’s offices and where the investor’s counsel and your counsel can convene to spend countless hours reviewing documents. Increasingly, electronic “virtual data rooms” are replacing physical data rooms. In addition, be prepared to make available members of your executive management (preferably your Chief Financial Officer) to answer questions about your company. Interviews can be an extremely efficient way to quickly address issues and resolve concerns in the legal due diligence process.
