Jurisdiction(s):
United Kingdom
Related legal acts
Key definition
Due diligence definition

What does Due diligence mean? In legal practice, due diligence describes (1) compliance steps to prevent offences; and (2) pre‑transaction investigation in corporate and finance work. As a statutory defence to many strict‑liability and regulatory offences (for example under the UK Consumer Protection from Unfair Trading Regulations 2008 and the Food Safety Act 1990, and under Ireland’s Consumer Protection Act 2007 and food legislation), it requires the defendant to show that all reasonable precautions were taken and all due diligence was exercised to avoid the commission of the offence. Depending on the statute, this may place a legal or evidential burden on the defendant,...

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Buyer Due Diligence Questionnaire: Employee Share Schemes and HMRC Compliance in Share Purchases (England and Wales)

Precedents
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Introduction

This legal due diligence questionnaire concerns the intended purchase by [ insert buyer name ] (the Buyer) of the entire issued share capital of [ insert name of target company ], a company incorporated in England and Wales under number [ insert company number ] (the Company), from [ insert seller name ] (the Seller) (the Proposed Acquisition).

It is provided to enable the Buyer, the Buyer’s solicitors and other professional advisers engaged on the Proposed Acquisition to gather the information the Buyer needs regarding the Company’s share award scheme(s), to inform the Company’s valuation and to appraise the risks relating to those share award scheme(s).

  • Answer every question in full.
  • Set your responses in italics immediately beneath each question.
  • Supply copies of all relevant documents, clearly cross‑referenced to the appropriate paragraph of this questionnaire.
  • We reserve the right to raise additional enquiries in relation to your responses and more generally.
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Web page updated on 22/05/2026

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