Due Diligence in Business Transactions

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This desk book presents a complete overview of the due diligence process and gives attorneys, legal assistants and allied professionals the tools they need to conduct more efficient investigation.
“All but the most seasoned acquisition professional will find some topics addressed in this book that he or she has never considered. This volume of material the author addresses is truly staggering.”
The M&A Tax Report

This valuable deskbook presents a complete overview of the due diligence process and gives attorneys, legal assistants and allied professionals the tools they need to conduct more thorough and efficient due diligence investigations.

Due Diligence in Business Transactions book provides detailed guidance on: who makes up the due diligence team and what roles these various experts play; how to limit your risk of liability for inadequate or incomplete due diligence; what the courts say about “adequate due diligence” under the federal securities laws; creating a “data trail” to document the investigation; techniques that can help you uncover more and better information; the special requirements of international and intellectual property due diligence; and how the due diligence investigation process varies for different types of companies. Chapters analyze due diligence on environmental issues, real property and personal property, debt instruments, employee benefits, insurance and liability coverage, international issues, and intellectual property, as well as due diligence considerations in light of heightened national security. The book features over 100 forms and checklists.

Due Diligence in Business Transactions includes in-depth coverage of the case law and statutes governing due diligence and shows you what to do—and what to watch out for—every step of the way.

Book #00629; looseleaf, two volumes, 1,388 pages; published in 1994, updated as need; no additional charge for updates during your subscription. Looseleaf print subscribers receive supplements. The online edition is updated automatically. ISBN: 978-1-58852-066-1

Additional Information
SKU 629ONL
Division Name Law Journal Press
Volumes 2
Product Types Books
Brand Law Journal Press
Jurisdiction National
ISBN 978-1-58852-066-1
Page Count 1388
Edition 0
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Gary M. Lawrence
Gary M. Lawrence, J.D.is one of the country’s leading due diligence, investment and transactional scholars. He is a member of the adjunct faculty of the Dedman School of Law at Southern Methodist University where he teaches Due Diligence Studies to JD, MBA and LLM candidates. He is also executive director of the Center for Advanced Due Diligence Studies and has served as an expert witness in some of the country’s most significant investment, due diligence and fraud related lawsuits.Previously, Professor Lawrence was a senior partner with a major international law firm where he chaired the global technology, media and telecommunications transactions practice and was a member of the firm’s global management committee.
CHAPTER 1
Introduction to Due Diligence

§ 1.01 Due Diligence: The Key to Successful Business Transactions
§ 1.02 Key Terms and Concepts
§ 1.03 Benefits of the Due Diligence Investigation
[1] Full Disclosure
[2] Transaction Evaluation
[3] Limitation of Professional Liability
§ 1.04 Requirements of an Effective Due Diligence Process
[1] A General Frame of Reference: The Proposed NASD Standards
[2] Establishing Accountability: the Responsible Attorney
[3] Establishing Accountability: the Diligence Attorney
[4] Scope and Budget
[5] Documenting the Due Diligence Investigation
§ 1.05 Overview: General Guidelines for a Due Diligence Investigation
[1] Guidelines for All Transactions
[2] Checklist Items for Corporate Finance Transactions
[3] Investor/Principal Questionnaire

CHAPTER 2
Statutory

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