Document Requests
The Diligence Request List
Start the clock with the kickoff note the day the LOI is signed, then send this list as the first batched request. Before the LOI, the smaller post-NDA request carries CIM questions instead. One organized batch reads as a serious buyer, a drip of one-offs reads as a tire-kicker.
Financial
- Financial statements (P&L, balance sheet) for the last three full years and year-to-date, monthly where available
- Business tax returns for the last three years
- Detail and documentation for every add-back or adjustment claimed
- Revenue by customer for the last three years
- Accounts receivable and payable aging as of the most recent month-end
- Bank statements for the trailing twelve months
- Schedule of all debt, leases, and recurring obligations
- Deferred revenue schedule: anything already paid for and not yet delivered
Legal & Licenses
- Organizational documents and ownership records
- All material customer and supplier contracts
- Premises lease and any equipment leases
- All licenses, permits, and registrations, with holders identified
- Any current, pending, or threatened litigation or disputes
- State tax account status or clearance certificates for sales, payroll, and unemployment tax
- Trademarks, trade names, domains, and IP registrations
- Any agreement that names a consent, notice, or approval on a change of ownership
Operations & People
- Employee roster with roles, tenure, compensation, and any agreements
- Payroll records and a list of any 1099 contractors with their scope
- Org chart and a written description of the owner's weekly role
- List of software systems and who administers each
- Top-ten supplier list with terms
- Equipment and vehicle list with age and maintenance records
- Documented processes, manuals, or SOPs that exist
Commercial
- Customer contracts or recurring-service agreements in force
- Pipeline, backlog, or booking reports as maintained
- Pricing lists or rate cards, current and prior
- Marketing spend by channel for the trailing twelve months
Insurance & Risk
- All insurance policies in force with claims history (five years)
- Workers-compensation experience rating documentation where applicable
- Safety, inspection, or regulatory correspondence for the last three years
Track What Came Back
Opening the room to your lender, QoE firm or counsel takes access, an index and the rules in one note, which the data room invitation carries: a room that starts organized stays that way.