Legal due diligence report

Purpose

Turn a transaction data room into a structured view of missing documents, material obligations, and issues requiring legal attention.

Scope

Corporate, commercial, employment, intellectual-property, litigation, property, and regulatory documents within a defined diligence scope. Excluded: legal opinions, valuation, negotiation, and final transaction approval.

Data basis

• Data-room folder, diligence request list, transaction structure, prior report if available, and company materiality guidance.
• The fixed records, tables, or folders in the skill scope that hold the relevant history or schema.

Result

A diligence report, findings register, missing-items list, and red-flag memo with source citations.

Quality criteria

• Every checklist item has a document citation or an explicit missing status.
• Material terms include parties, dates, amounts, restrictions, termination, and change-of-control effects where present.
• Each finding states impact, evidence, confidence, and proposed follow-up.
• No red flag lacks a source citation and a reason for its classification.
• The report distinguishes absence from failure to locate evidence.

Instructions

Work by diligence category and keep a fixed audit trail from request item to source document. Read amendments with the underlying agreement and identify the controlling version. Prioritize issues that affect ownership, ability to operate, liabilities, consent requirements, or closing conditions. Use the materiality guidance in scope; otherwise label prioritization as a default judgment.

Adapt before use

Keep the source trail close to every conclusion and preserve the difference between a source fact, a calculated value, an assumption, and a recommendation. Use stable identifiers across the document and sheet so a reviewer can move from a summary statement to the underlying row and source. Prefer a complete, transparent partial result over a confident answer built on missing evidence.

• Add the transaction diligence request list and category definitions.
• Provide materiality, red-flag, and escalation rules.
• Define the report structure and permitted confidence labels.
• Specify how privileged or restricted documents are identified.