Legal Due Diligence

Due diligence exists to answer two questions: what is actually being acquired, and what liabilities come with it. A report that lists documents without assessing what follows from them does not answer either.

Digests Global Law Firm conducts legal due diligence on Uzbek companies and assets, for buyers, sellers and lenders, and advises on the transactions that follow from it.

Our due diligence and M&A practice covers:

• Verification of corporate standing, title to participatory interests and shares, and the validity of prior transfers
• Title to real property, land rights and production assets
• Licences and permits, and whether they survive a change of control
• Material contracts, including change-of-control and termination provisions
• Tax exposures and the history of tax audits
• Employment arrangements and obligations to employees
• Litigation, enforcement proceedings and contingent liabilities
• Encumbrances, pledges and third-party rights
• Vendor due diligence in preparation for a sale

Our reports identify the findings that bear on price, those that require a warranty or indemnity, and those that should be rectified before completion. Where a finding is material, we say what it means for the transaction rather than recording it and leaving the conclusion to the reader.