By the time bankers begin diligence for a public offer, the company's history is fixed. Everything — past allotments, related-party contracts, litigation — will be examined and much of it disclosed.
Corporate actions
Past share allotments, transfers and approvals should be traced and, where necessary, regularised. Gaps in secretarial records are among the most common findings.
Material contracts and IP
Change-of-control clauses, unregistered brands and IP owned by promoters rather than the company all need resolving before the offer document is drafted.
Litigation disclosure
Outstanding proceedings involving the company, its promoters, directors and subsidiaries are disclosed in detail. Early review lets the company settle, close or properly explain matters rather than simply list them.
This note is general information, not legal advice. For advice on your own matter, see our IPO Advisory practice or contact the firm.
