Due Diligence Request List
Quick answer
A free due diligence request list for buying or selling a UK business. Eight numbered sections (corporate, financial, tax, commercial, employees, IP and IT, property, legal and compliance) with the documents a buyer asks for, so each answer maps to a data room folder. Edit online, download the PDF or send it as a tracked link.
Customise it, then press "Send as tracked link" in the editor: you get a link to send instead of an attachment, and see who opened it and which slide they stopped on. Or put it in a data room with an NDA gate. Free to start, no card.
What goes on each slide?
Slide structure
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01 Slide
Project [Codename]
Due diligence request list
Issued by [Buyer or advisor] to [Seller] · [Date]. Upload each response to the data room folder with the same number.
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02 Slide
1. Corporate
1.1 Certificate of incorporation and articles 1.2 Register of members and share certificates 1.3 Shareholder agreements and any options or warrants 1.4 Board and shareholder minutes, last 3 years 1.5 Group structure chart 1.6 Companies House filings and the PSC register
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03 Slide
2. Financial
2.1 Statutory accounts, last 3 years 2.2 Management accounts, year to date 2.3 Budget and forecast with assumptions 2.4 Aged debtors and creditors 2.5 Bank facilities, loans and security 2.6 Fixed asset and capex registers
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04 Slide
3. Tax
3.1 Corporation tax returns and computations, last 3 years 3.2 VAT returns and any HMRC visits 3.3 PAYE and NIC compliance 3.4 Open HMRC enquiries and correspondence 3.5 R&D tax credit claims 3.6 Transfer pricing, where there is a group
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05 Slide
4. Commercial
4.1 Top 20 customer contracts and revenue by customer 4.2 Top 10 supplier contracts 4.3 Change of control and exclusivity clauses 4.4 Pricing and discount terms 4.5 Sales pipeline 4.6 Customer complaints and credit notes
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06 Slide
5. Employees
5.1 Organisation chart 5.2 Employee list with roles, pay and start dates (anonymised) 5.3 Senior staff contracts and restrictive covenants 5.4 Bonus, commission and share schemes 5.5 Pension arrangements 5.6 Disputes, grievances and tribunal claims
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07 Slide
6. Intellectual property and IT
6.1 Registered IP: trade marks, patents, domains 6.2 Ownership of software and content, including contractor assignments 6.3 Licences in and out 6.4 Key IT systems and suppliers 6.5 Security incidents and cyber insurance
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08 Slide
7. Property and assets
7.1 Leases and licences to occupy 7.2 Title documents for owned property 7.3 Vehicle and equipment finance 7.4 Insurance policies and claims history
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09 Slide
8. Legal and compliance
8.1 Litigation, past and pending 8.2 Regulatory licences and permits 8.3 Data protection: record of processing, breaches, processor agreements 8.4 Anti-bribery and modern slavery policies 8.5 Material correspondence with regulators
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10 Slide
How to respond
Number every upload to match the request. Mark items not applicable rather than leaving them blank. Send questions through the data room Q&A so every answer is on the record.
Buyer context for Due Diligence Request List.
What buyers look for
- Answers numbered to match the request, nothing loose
- Complete records, with gaps marked rather than skipped
- Contracts with change of control or exclusivity flagged
- Normalised figures that tie back to the statutory accounts
- Fast answers to follow-up questions, on the record
When to use this template
- After heads of terms, when the buyer's advisors start diligence
- Before going to market, to build the data room in advance
- As the folder structure for a sell-side data room
What NOT to include
- Personal data beyond what the buyer needs; anonymise employee lists
- Privileged legal advice, unless your solicitor agrees
- Information a competing bidder could use, before exclusivity
- Documents nobody asked for, which slow the review down
Due Diligence Request List.
FAQ
What is a due diligence request list?
The list of documents and information a buyer, or its advisors, asks the seller to provide before completing an acquisition. It is usually numbered by section so each answer can be filed and tracked, and it often becomes the folder structure of the seller's data room.
What documents are requested in due diligence for a UK company?
Typically the constitutional documents and register of members, three years of statutory accounts and tax returns, management accounts, key customer and supplier contracts, employee and pension details, IP ownership, property leases, insurance, litigation and data protection records.
How long does due diligence take?
For a UK SME sale, four to eight weeks is common once heads of terms are signed, longer if the records are incomplete. A seller who prepares the data room against a request list before the process starts usually shortens it.
Who prepares the due diligence request list?
The buyer's lawyers and accountants usually issue it. Sellers and their advisors often work from a standard list like this one in advance, so the data room is ready before the buyer's own list arrives.
How should the seller share the documents?
Through a data room with one folder per section, not email attachments, so access can be withdrawn and every view is on the record. In Beamprobe each buyer gets their own link, you see which sections they have read, and questions go through the room's Q&A.
Keep going.
Related reading
How do you share your finished deck securely?
Send your finished deck through a per-recipient tracked link. See which slides each investor read, for how long, and on which day. NDA gate, watermark, expiry - all on the £29 Pro plan. UK/EU data residency by default.