GuidesChecklistNovember 5, 2026Dennis Raisich

Due diligence checklist

This checklist covers the documents typically requested in a due diligence, organized by area. Which ones you actually need depends on the company’s country, legal form, industry and size.

In short

The list is organized by the areas of a data room, from the company itself to the environment.
Not every document fits every deal: a small service company does not need environmental reports.
If a document is missing, the seller should say so explicitly instead of leaving a gap.

1. Company and organization

Current commercial register extract and articles of association
Share register or list of shareholders, proof of shareholdings
Group chart showing all companies
Minutes of the general meeting and the board of directors, or of the shareholders’ meeting, for recent years
Shareholders’ agreements
Organizational regulations, powers of attorney, signing authorities

2. Financials

Audited annual financial statements for the last three to five years, with audit reports
Current interim financial statements
Budget and multi-year plan with assumptions
Schedule of financial debt, loan agreements and collateral
Lists of receivables and payables with aging
Revenue by customer, product and region
Capital expenditure and lease agreements

3. Taxes

Tax returns and assessments for the open years
Tax rulings and correspondence with the tax authorities
VAT returns and reports from previous audits
Documentation of transfer prices within the group
Documents on restructurings in recent years

4. Contracts with customers and suppliers

The main customer and supplier contracts, framework agreements
Distribution, agency and franchise agreements
Cooperation and joint venture agreements
Contracts with exclusivity, a non-compete or a change of control clause
General terms and conditions

5. HR and pensions

List of employees with position, start date, salary and notice period (anonymized where necessary)
Employment contracts of management and key employees
Staff regulations, bonus and equity plans
Documents on the pension fund or company pension scheme
Pending employment disputes

6. Real estate and fixed assets

Land register extracts for owned properties
Rental and lease agreements
Fixed asset register and major machinery

7. Intellectual property, IT and data protection

Trademarks, patents, designs and domains with proof of ownership
License agreements, inbound and outbound
Contracts with developers and agencies on the rights to the code
Overview of the main IT systems and software licenses
Record of processing activities, data processing agreements, privacy policy, data breach notifications

8. Insurance

Insurance policies with coverage amounts
Claims from recent years

9. Disputes, authorities and compliance

Pending and threatened proceedings
Debt enforcement register extract (Switzerland)
Permits and concessions
Correspondence with supervisory authorities
Internal policies on compliance, antitrust and sanctions

10. Environment, if relevant

Environmental permits and conditions
Reports on legacy contamination, entry in the register of contaminated sites

How do you use the list?

Number the data room by the same areas as the request list. That way, each side sees at a glance what has been delivered and what is missing. File each document only once and in its current version, and answer questions in the data room itself so the answer stays with the document. More on this in our guide to the data room.

Creating the list automatically

With majiq, the list of required documents is created automatically, matched to the country, legal form and industry. Missing documents are visible at once and requested with one click. Your client uploads via a link and doesn’t need an account. majiq recognizes every document and assigns it to the right area.

Frequently asked questions

How many years does the seller have to disclose?

For financial statements, usually three to five years; for taxes, the years that are still open for tax purposes. For contracts, what matters is not their age but whether they are still in force.

Who prepares the request list?

Usually the buyer’s advisors. In a vendor due diligence, the seller prepares the data room from their own list before bidders see it.

What if a document is missing?

Say openly that it does not exist and give the reason. A gap raises more questions than a clear answer, and what the buyer knows can play a role under the purchase agreement.