Preparing for Exit: Getting Your Corporate House in Order Before M&A Due Diligence

In an article published by Today’s General Counsel, Woods Rogers Principal and Co-Chair of the Corporate & Business Transactions Practice, Autumn Visser, outlines the critical steps companies should take to prepare for M&A due diligence before a deal is on the table.

“For many companies, the most difficult diligence questions arise not from recent operations, but from the earliest days of the business,” Autumn writes. “The most common (and most time-consuming) questions relate to corporate structure, corporate governance, record keeping, and equity grants. Let’s consider practical steps a general counsel can take, either at the beginning or as a clean-up item before an exit transaction, to reach closing.”

Autumn walks through practical areas where general counsel can take a proactive approach, including evaluating entity structure ahead of a potential sale, maintaining organized and complete corporate records, and ensuring equity grants are properly documented and defensible. She emphasizes that while some issues can be addressed later, others, particularly equity-related matters, are far more difficult to fix once diligence is underway. 

Read her full article in Today’s General Counsel.