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Due
Diligence Definition
In finance, due diligence may
refer to the process of research and analysis that takes place in advance of an
investment, takeover, or business partnership. The potential investor generally uses
in-house resources or hires a consulting firm that specializes in due diligence
and corporate investigations to investigate the background and principals of the target company.
A due diligence assignment
generally includes reviewing press and SEC
filings, checking for regulatory and licensing
problems, identifying liens and judgments, and
uncovering civil and criminal litigation matters. Sophisticated investigators
will also search for conflicts of interest, insider trading, press, and public
records that identify problems that may have occurred under the principal's
"watch."
The investigative results may be
prepared in a "due diligence report" that the investor uses to
understand risks involved in the investment. For example, if negative
information is uncovered on a principal of the target company, the investor may
put pressure on the target firm to replace that individual.
In addition to identifying risks
and implications of an investment, due diligence may include data on a
company's solvency and assets.
Due diligence can also refer to
the ongoing activities of pension or investment fund managers in keeping track
of the operations, solvency, and trustworthiness of the managers of a corporation in which their fund is invested, or
those of the managers of an acquiring corporation toward a target corporation.
In lay terms, due diligence is
the responsibility you have to investigate and identify issues, and due care is
doing something about the findings from due diligence.
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