Service Offerings

Due Diligence & Regulatory Due Diligence

Thorough due diligence is essential both to executing successful transactions and protecting our clients' reputations. We provide comprehensive due diligence support to operating companies and investors prior to acquisitions, joint ventures, mergers, key hires, and other transactions. We are professional, discreet, creative and exhaustive in our approach: we aim for maximum transparency and providing clients with a product that is concise and conclusive in its recommendations.

Our due diligence and investigative services include:

  • Examining the reputations, associations, activities, and ethics of potential partners, investors or key hires;
  • Confirming or refuting allegations and rumors of criminal or questionable business practices;
  • Identifying, early on in the deal process, any undisclosed liabilities or questionable financial reporting;
  • Researching unusual offshore structures and unexplained vehicles associated with potential merger, acquisition, or joint venture targets;
  • Clarifying the nature of relationships between target companies and various individuals, including government officials;
  • Providing a "lay of the land" for doing a deal, determining powerbases and shifting alliances. We ask: who is well connected and why? Who is on the way out? And, which relationships should be cultivated?

For more information, please read: Case Study 5

In the case of contested or hostile takeovers, Diligence can assist the potential acquirer or the target company by developing a profile of the opposing party. Such a profile may include:

  • Information on any irregularities, lack of transparency, or acts of fraud that may have been committed by the opposing party;
  • Uncovering any mis-statements in SEC filings or any other regulatory violations;
  • Identifying and examining potential conflicts of interest among shareholders, board members or senior management.

In undertaking these assignments, we work closely with legal teams and public relations advisors to conduct client risk assessments to identify our clients' potential vulnerabilities and to design strategies for resolving them.

Diligence can also play an important role in effecting successful mergers and acquisitions. In addition to conducting thorough background searches on key management and business entities, we can identify:

  • Material misrepresentations
  • Financial fraud
  • Self-dealing
  • Questionable business relationships
  • Potential regulatory violations

Diligence can, likewise, identify and locate critical documents and potential interviewees that make it possible to verify assertions concerning employment, education, net worth, financial leverage, and business reputation and practices.


Regulatory Due Diligence

There is a growing demand for expertise in helping businesses cope with challenges associated with new regulatory frameworks in the United States, Europe, and beyond. New laws and practices-Sarbanes-Oxley, the Patriot Act, OECD-driven regulatory conventions-require businesses and international financial institutions alike to be sensitive to possible conflicts of interest, money laundering, terrorist financing, fraud, corruption, and corporate malfeasance. With new programs for corporate sanctions now emanating from financial institutions like the World Bank and regional development banks, the need for businesses and investors to control regulatory risk has never been more pressing. 

Diligence is positioned, especially in emerging markets and on behalf of international financial institutions and multinational corporations, to respond to the new regulatory push for greater accountability and transparency.

 

We believe that our Due Diligence service is particularly well-suited for commercial and international banks and companies, private equity firms, hedge funds, mutual fund groups, asset managers, in general, and law firms assisting their clients in transnational business ventures.

Diligence can assist companies by:

  • Conducting detailed background checks on prospective business partners, clients, intermediaries, agents, mergers and acquisition participants, JV partners, fund managers, to determine:
    • Relationships with politically and financially exposed persons;
    • Appearance of, or business relationships with, any entity or person found published on a "prohibited list." For example, the Treasury Department's Office of Foreign Asset Control (OFAC);
    • Education and employment verification;
    • Regulatory compliance history;
    • Investment performance and reference checks to ascertain reputation, character and ability to manage risk.
  • Clarifying the true nature of corporate ownership and control for purposes of preventing conflicts of interest or reducing reputational risk;
  • Identifying the originator of opaque fund transfer;
  • Tracking activities that appear to be void of financial or legal purpose;
  • Keeping track of jurisdictions known for more lenient tax treatment;
  • Detecting and monitoring suspicious transactions or fund flows;
  • Identifying transactions that may be related to terrorist activity.

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