The 25 essential documents for your M&A deals

08. August 2019 | Drooms Global

Regardless of the size of a transaction, a due diligence is to some extent a regulated process. Having these 25 documents in your data room will make a world of difference. Here we advise you on how to start off a deal on the right foot.


Step one: Collect documents for due diligence well in advance

You should start collecting your important documents ahead of a deal. It doesn’t matter if you're a start-up and 18 months into your boot-strapped venture, or a conglomerate selling a subsidiary - the information you need is roughly the same. That's why this list comes in handy.

At first, people will be charmed by your vision and your accounts of winning endless business. Yet, sooner or later, you will need to show facts, and guess what? Small talk is over. All of a sudden, you are dealing with financial and tax analysts, lawyers, and no longer with the decision-makers.

Therefore, start collecting your documents as early as possible. Having them available hours – not weeks – after being asked for them will boost your credibility as a serious player. Creating a positive impression with people who don’t get paid to be nice is the key to closing a deal faster.

Here you can find the 25 must-haves for your transactions:

  1. Company and legal structure
  2. Trade register excerpts
  3. Licences, approvals, permits and certificates
  4. Shareholders' agreement
  5. Corporate history
  6. Articles of incorporation
  7. By-laws
  8. Lists of all current shareholders
  9. List of all officers and directors
  10. Overview of IP and trademarks
  11. Standard customer contracts
  12. List of the company's 20 biggest customers or channels
  13. Top three supplier agreements
  14. List and details of employees
  15. Contracts of key employees
  16. Standard working contracts
  17. CVs of key personnel
  18. List of all lease agreements
  19. Guarantees given by the company
  20. Financing agreements
  21. List and details of insurance policies
  22. Audited financial statements
  23. Current management reporting
  24. Current business plan
  25. Tax accounts

Step two: Structure the documentation in the data room index

The next step is structuring the information in a clear way in the data room. Having a well-structured index will improve the deal flow and maximise the chances of a successful transaction. For this purpose, we have developed a due diligence index you can easily upload to your data room:

Even though not all the documents listed above may be relevant to your business at the moment, they might be at a later stage. Just keep them securely stored until you need them.

One last tip: Tailor the due diligence list to your specific business! Although these documents get you started, there is still work to do to make your data room unique for each deal.

Step three: Upload your documents and get started

You have no time? Drooms SERVICES can structure your data room on your behalf.