Can the checklist be signed electronically?

Yes. Electronic signatures meeting ESIGN and UETA standards satisfy execution in most transactions; for consumer-facing records, confirm the required consumer disclosure and consent procedures before relying on e-signature.

What if requested items are missing?

Document missing items in a deficiency log, seek written confirmation of unavailability, and escalate material gaps to deal counsel; unresolved material omissions may delay closing or trigger indemnity negotiations.

When is notarization required?

Notarization is required when a document's legal effect or state law demands it; if notarization is required, specify in the checklist and indicate whether remote online notarization (RON) is acceptable in the applicable jurisdiction.

Are e-signatures legally binding?

Electronic signatures are generally enforceable under the ESIGN Act and UETA; exceptions include certain testamentary documents and specific court filings that require wet ink by statute.

How long should documents be retained?

Retain the due diligence record per the strictest applicable rule: at least three years for tax records, six years for HIPAA-covered records, and longer if industry rules or state law require it.

How should signers be authenticated?

Use a risk-based approach: email/SMS for low-risk items, knowledge-based or multi-factor authentication for high-risk signatures, and keep logs of authentication events for audit purposes.

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Due Diligence Request Checklist

Due Diligence Request Checklist

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Sample International Due Diligence Report

CONFIDENTIAL

TO:

FROM:

DATE:

RE:

1. Introduction

The following sets forth the results of the due diligence review of MMMM Computer GmbH, a German Kapitalgesellschaft (corporation), conducted by in connection with the Project Western Front.

This report contains the results of the due diligence review and sets out material issues to the extent such issues arose in the course thereof.

MMMM Computer GmbH has not yet provided all material requested pursuant to the due diligence request list. A list of materials still to be reviewed is attached to this report as Exhibit A.

1.1 General comments.

The due diligence investigation with respect to MMMM Computer GmbH was based entirely upon: (1) documentation provided to us by MMMM Computer GmbH and by Chiseled Granite AG; (2) certain documents available in the public domain; and (3) information orally supplied to us by Mr. Dieter Dieter-san, Head of Logistics, MMMM Computer GmbH.

This information was provided pursuant to our request list, and our meetings on , at MMMM Computer GmbH.

Additionally, our due diligence investigation was limited in its scope insofar as Dark Meteor Micro conducted concurrent due diligence examinations of MMMM Computer GmbH, covering the financial, operational and tax aspects of the entity.

The Company's scope of activities includes the distribution of computers, computer components and spare parts and operating software such as AGENT XMR22 (including the design of such software), the research and development of server systems, and the distribution and maintenance of application software such as UNIX, Windows or Novefl Netware through independent distributors (Vertriebspartner).

The Company both customizes computer equipment for its distributors and/or end users and produces computers and server systems at its premises in Turkeia Minor. Repairs are carried out either by the Company or by independent subcontractors. The Company sells its hardware products either itself, through dealers, or through Chiseled Granite AG.

2. Organizational Structure and Corporate Documents.

Listed below is a summary of basic corporate information relating to MMMM Computer GmbH (the "Company").

Date of Incorporation:

Commercial activity:

Commercial registrar:

Fiscal year:

Directors:

Representatives having power of attorney (Prokuristen):

No. of BoD members required:

Capital:

Issued Shares:

Shareholders:

Annual General Meeting:

Limitation of Liability:

History of the Company:

Bylaws:

Subsidiaries:

Registration/Publication Formalities:

3. Management and Control.

The latest version of the Company's articles of association made available to us is not dated.

By entry into the commercial register of Turkeia Minor of February 24, 1998, were appointed as directors of the Company.

Since 1993, the auditors of the Company have been

4. Real Estate.

4.1 "Investment Property Eine." On October 1, 1993, MMMM Computer GmbH purchased apartments Nos. 1314 and 1316 of the Rhein Mein Trade Fair Hall No. 1, roof floor, for

The Company does not own any other real estate.

4.2 Lease Agreement Drei. The lease covers of warehouse space at .

Rent: . Term:

Use:

4.3 Lease Agreement Dellkos. The lease covers of office, R&D and production space at .

Guarantee:

5. Personal Property and Equipment.

According to , the Company's personal property and equipment consists primarily of office furniture, office equipment such as PCs, test and laboratory equipment and production equipment.

5.1 Automobile purchase agreement of January 9, 2000. Chiseled Granite AG sold a BMW () to the Company for .

5.2 Photocopier lease agreements. Identification: . Machine: .

Identification: . Machine: .

5.3 Forklift truck purchase agreement of October 12, 1999. Model: , serial number .

6. Finance.

6.1 Bank account status. The Company conducts all its financial business with .

Current account No. , credit of .

Account No. is an USD currency account.

Account No. is a guaranteed credit account.

Credit line granted to the Company:

Collateral / guarantee provided by Chiseled Granite AG:

7. Governmental Consents: Permits.

No specific governmental filings or consents are required in connection with a change of control of the Company.

No governmental licenses, permits or approvals are required except public certificates for selling certain electronic equipment.

Certificates attached as Exhibit B:

8. Intellectual Property.

The Company has no registered intellectual property, although it has made several inventions concerning electronic equipment such as server systems.

Registered intellectual property details, if any:

9. Employment and Social Security Matters.

9.1 Employment agreements.

9.2 Employee benefits.

9.3 Employee pension benefit plans. The Company's employees benefit from a German type of a pay-as-you-go occupational pension scheme.

Pension scheme exposure:

Advance contribution due by:

9.4 Labor unions. Employees of the Company are not members of any labor unions.

9.5 Payroll and social security.

10. Commercial Arrangements.

10.1 General sales conditions:

10.2 Major suppliers. The Company is not subject to supplier contracts, with the exception of a contract concluded by and between IBM and Chiseled Granite AG.

10.3 Customers:

10.4 Standard software maintenance agreements:

10.5 Standard software maintenance contracts for users:

10.6 Standard distribution agreement:

10.7 General standard software maintenance contract:

10.8 Standard hardware maintenance contract:

10.9 Repair shop services:

10.10 Standard UNIX licensing and maintenance agreements:

Standard distribution agreement (Vertriebspartner Vertrag):

11. Material Agreements.

Material agreements information:

12. Insurance.

12.1 Credit insurance contract. Identification number:

12.2 Electronic devices insurance. Identification: . Duration end:

12.3 General non-life insurance. Identification:

12.4 Burglary insurance between Frankfurter Versicherungs AG and the Company. Identification:

12.5 Fire insurance between Frankfurter Versicherungs AG and the Company. Identification:

13. Tax Matters.

13.1 Income tax. Fiscal year 1999 return filed in:

13.2 VAT. Last annual VAT statement filed for:

13.3 Customs. Customs audit / warning details:

14. Environmental Matters.

Environmental regulations applicable:

15. Litigation.

Legal proceedings:

16. Assets.

Assets reference:

17. Competition.

Competition investigations / proceedings:

TABLE OF EXHIBITS

Exhibit A Document Request List for MMMM Computer GmbH

Exhibit B List of Product Certificate Obtained by MMMM Computer GmbH

Exhibit C Salary List

Exhibit D General Sales Conditions Used by MMMM Computer GmbH

Exhibit E Standard Maintenance Contracts

Exhibit F Standard Software Maintenance Contracts

Exhibit G Standard Distribution Agreements

Exhibit H Standard Software Maintenance Contracts

Exhibit I Standard Hardware Maintenance Contracts

Exhibit J Address List

Exhibit K [intentionally left blank]

Exhibit L Unix Standard Agreements

Exhibit M Standard Distribution Agreements

Exhibit N MMMM Legal Proceedings

Prepared by:

Signature:

Approved by:

Signature:

What the Due Diligence Request Checklist Is

A Due Diligence Request Checklist is a structured list of documents, confirmations, and data requests used to evaluate a target entity or transaction. It consolidates documentary requirements—contracts, corporate records, financials, licenses, regulatory filings, and third-party agreements—into one organized packet. The checklist standardizes requests across reviewers, reduces omissions, and creates a clear audit trail for responses. In transactions it helps counsel, compliance teams, lenders, and buyers confirm legal, tax, and regulatory status before closing.

Why a Standard Checklist Improves Review Quality

A consistent checklist reduces blind spots by specifying exact documents, formats, and deadlines, enabling faster review cycles and easier comparison across targets. It also provides defensible documentation of requests and responses, which helps address regulatory inquiries and supports internal approvals.

Who Typically Prepares or Responds to the Checklist

Typical preparers and respondents vary by transaction type but follow a consistent pattern: a central coordinator issues the list, subject-matter teams collect items, and counsel reviews responses.

Deal counsel and transaction managers: Draft the checklist, tailor clauses, and confirm legal sufficiency for closing documents.
Compliance, finance, and tax teams: Produce regulatory filings, financial statements, and tax records requested on the checklist.
Target company representatives: Assemble documents, provide attestations, and coordinate notarizations or witness signatures as required.

Clear role assignment reduces back-and-forth and keeps responsibility for each item identifiable throughout the review and closing process.

How to Complete a Due Diligence Request Checklist

Follow a sequential, reviewer-friendly approach to collect and validate each requested item before closing or regulatory filing.

01

Prepare: Identify scope and required document categories for the transaction.
02

Issue: Send the checklist with clear deadlines and a single point of contact.
03

Collect: Receive documents, verify authenticity, note redactions or gaps.
04

Review: Legal and subject-matter teams evaluate items and flag unresolved issues.

Configure an Electronic Workflow for the Checklist

Set up routing, authentication, and storage before issuing the checklist to ensure consistent handling and an auditable trail.

Field	Configuration
Routing Order	Sequential or parallel signer routing based on review roles
Authentication	Email link with optional SMS code or knowledge-based checks
Reminders	Automatic reminders at specified intervals until completion
Storage Location	Secure cloud folder or document management system with access controls

Technical Requirements for Digital Collection and Signing

Choose a platform that supports required file formats, strong access controls, and robust audit logging to preserve evidentiary value.

File Formats: PDF, DOCX, and scanned images supported
Integrations: Connectors for Salesforce, NetSuite, Google Workspace
Authentication: Email, SMS code, or advanced signer verification

Verify the platform's encryption in transit and at rest, audit-trail detail, and any industry-specific compliance (for example, HIPAA BAA) before using it for sensitive due diligence documents.

Where to Send and How to Submit Collected Items

Define a single submission path to avoid lost documents and simplify indexing and review.

Secure Data Room: Upload final documents to a read-only data room for reviewers
Designated Email: Use a monitored central mailbox for initial submissions
eSignature Platform: Execute signatureable items using a compliant eSign solution
Physical Filing: Provide notarized originals by courier when required

Typical Deadlines and Processing Expectations

Set realistic internal and external deadlines and communicate escalation paths to avoid last-minute issues.

Initial Response Deadline:

7–14 days for standard requests, adjustable for complex items

Regulatory Filing Timing:

Match regulator deadlines tied to the transaction or closing

Extension Requests:

Require written approval and new MM/DD/YYYY deadline

Follow-up Review:

Allow 3–5 business days for internal verification of received items

Escalation Window:

Start escalation after missed deadline plus 48 hours

Key Milestones from Request to Final Review

Track milestones as numbered stages so each party knows the next expected action and timeframe.

01

Stage 1: Checklist Finalized

Prepare and approve the item list before distribution.

02

Stage 2: Requests Issued

Send checklist with deadlines and contact details.

03

Stage 3: Responses Received

Collect documents and log receipt for each item.

04

Stage 4: Final Review

Legal and compliance sign-off prior to closing.

Common Preparation Mistakes to Avoid

Listing documents without precise descriptions leads to inconsistent responses and time-consuming clarifications between teams.
Setting unrealistic deadlines causes rushed submissions, incomplete evidence, and higher error rates during verification.
Failing to specify allowed signature methods results in returned documents that require re-execution or notarization.
Not assigning a single point of contact creates duplicated requests and unclear ownership for outstanding items.

Risks and Consequences of an Incomplete Checklist

Contract Delay: Delayed closing or missed deal milestones

Regulatory Exposure: Fines or enforcement actions

Tax Penalties: Potential IRC-related penalties

Indemnity Risk: Increased post-closing liabilities

Reputational Harm: Loss of counterparty confidence

Operational Cost: Higher review and remediation expense

Essential Security and Compliance Controls

Encryption: TLS 1.2/1.3 in transit, AES-256 at rest

Access Controls: Role-based permissions and audit logs

HIPAA Support: BAA available for healthcare workflows

Audit Trail: Detailed timestamps, IP addresses, and actions

Authentication: Email, SMS, KBA, or advanced MFA options

Certifications: SOC 2 Type II and ISO 27001 compliance

How Other Organizations Use a Due Diligence Checklist

Real-world examples show the checklist's role in speeding transactions and improving document completeness.

Optica Ventures (COO)

The interface is simple and easy to use for our team.

Rapid signer turnaround reduced review cycles.
Having a standardized checklist prevented repeated information requests and allowed counsel to complete legal review without holding the transaction open for missing items.

Martin Properties (Founder)

I can process and execute all of these documents online with 100% compliance.

Mobile and offline signing supported.
Using a centralized checklist and electronic signatures allowed remote closings and reduced the need for in-person execution while preserving evidentiary records.

Frequently Asked Questions and Troubleshooting

Answers to common questions about execution, authentication, retention, and missing documents when using a due diligence checklist.

Need help? Contact support

Can the checklist be signed electronically?
Yes. Electronic signatures meeting ESIGN and UETA standards satisfy execution in most transactions; for consumer-facing records, confirm the required consumer disclosure and consent procedures before relying on e-signature.
What if requested items are missing?
Document missing items in a deficiency log, seek written confirmation of unavailability, and escalate material gaps to deal counsel; unresolved material omissions may delay closing or trigger indemnity negotiations.
When is notarization required?
Notarization is required when a document's legal effect or state law demands it; if notarization is required, specify in the checklist and indicate whether remote online notarization (RON) is acceptable in the applicable jurisdiction.
Are e-signatures legally binding?
Electronic signatures are generally enforceable under the ESIGN Act and UETA; exceptions include certain testamentary documents and specific court filings that require wet ink by statute.
How long should documents be retained?
Retain the due diligence record per the strictest applicable rule: at least three years for tax records, six years for HIPAA-covered records, and longer if industry rules or state law require it.
How should signers be authenticated?
Use a risk-based approach: email/SMS for low-risk items, knowledge-based or multi-factor authentication for high-risk signatures, and keep logs of authentication events for audit purposes.

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