International M&A Due Diligence, Second Edition

Thorough due diligence is one of the most important ways to reduce risks in international M&A transactions, but relying solely on the buyer's domestic due diligence practices can be wasteful of time and resources and contribute to a buyer missing a critical issue or unknowingly assuming an unwanted liability. Understanding the intricacies of the legal landscape, cultural nuances, and trends in market practices in the jurisdiction in which a target is located will undoubtedly help ensure the next transaction is a successful one. International M&A Due Diligence, Second Edition, drafted by the International M&A Subcommittee, is structured to provide lawyers with an overview of essential considerations in planning and conducting M&A due diligence in each of the 20 covered countries. Based on a Model Questionnaire, the questions asked are generally from the perspective of a U.S. lawyer with limited familiarity with the local jurisdiction involved.

The Model Questionnaire is included and can also be used as a helpful guide when embarking on due diligence in a country not covered in this book. In addition, local counsel were asked to "localize" a sample due diligence request list, which is based on the Form of Document and Information Request from the Manual of Acquisition Review. The localized request lists are presented in "redline" format, which the transactional lawyer will find particularly instructive.