Transactions

Begin with what is changing

Identify whether the proposal changes ownership, assets, control, financing or the existence of the business itself. Define the parties, transaction perimeter and target date before assembling a document request list.

A share acquisition and an asset transfer can leave different obligations with different entities. The structure should be understood before documents are labelled complete or a closing checklist is agreed.

Turn diligence into decisions

A useful diligence file connects each issue to evidence, commercial impact and a proposed response. Separate missing information from a confirmed exposure, and distinguish a pre-closing condition from a post-closing action.

Maintain a question log with document references and responsible people. Repeatedly uploading new files without resolving the questions makes the data room larger without making the decision clearer.

Organise the core record

• Ownership and authority to enter the proposed transaction.
• Financial statements, current accounts and working-capital records.
• Tax filings, notices, disputes and payment evidence.
• Material contracts, financing, employment and intellectual-property records.
• Licences, premises rights and change-of-control or transfer conditions.
• A closing checklist with owners and evidence of completion.

Plan what happens after signing

Signing, payment and closing may happen at different times. Identify the records and permissions needed at each stage, then assign post-closing responsibility for accounts, payroll, filings and contract changes.

For closure, include records retention, outstanding liabilities and continuing proceedings in the plan. A commercial decision to stop trading is not itself evidence that every formal obligation has ended.