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Checklist
Data room checklist
A data room is a filing job. The quality of the file decides how long an investigation takes and how many findings turn into adjustments.
Questions that can be answered from the file never become negotiating points.
Corporate
- Extract from the trade register
- Articles of association and shareholder register
- Shareholder agreements
- Minutes of relevant decisions
Financial
- Annual accounts for three years
- Current interim figures
- Bank statements covering the reported periods
- Normalisation schedule with a reference per adjustment
- Tax returns and any correspondence
Commercial
- Revenue by channel, product group and country
- Margin per product group
- Top customers and their share
- Supplier agreements and terms
- Marketing spend per channel by month
Legal
- Domain and trademark registrations
- Lease and service agreements
- Employment contracts, anonymised
- Disputes, claims and warranties given
Technical
- Platform, hosting and integrations
- Code ownership and licences
- Security measures and data handling
- Backup and recovery arrangements
Operational
- Order handling described step by step
- Stock list by age and turnover
- Returns process and rate
- Access list for all accounts
Background reading
- How information is shared during a sale (https://www.businessforsale.eu/knowledge-base/sharing-information)