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Hub You - Fifteen Areas Reviewed in a Due Diligence Study
Planning for the Environment Changing the Way We do BusinessAt any given moment there are thousands of business meetings and special events going on with millions of guests traveling to and from different locations throughout the world. The event and hospitality industry is perfectly situated to have an extraordinary environmental and ecological impact by planning events with better awareness and by greening up their decision making process. Green planning is a responsible way of doing business that includes energy conservation, minimizing consumption of natural resources, reducing waste, reusing resources, recycling, and using earth-friendly products.Green meetings and events are not main stream today but will be mandate before we know it. Times are evolving rapidly in that direction and event planners, venues, suppliers and participants are responding. They are beginning to follow ecological practices and implementing environmentally friendly processes and programs into the way they desig
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only th
Understanding the cost of conflict is a major factor in persuading contesting parties to attempt conflict resolution and turn their conflict into collaboration.Stewart Levine in his excellent book "Getting to Resolution Turning Conflict into Resolution" identifies four costs of conflict:Direct costsProductivity costsContinuity costsEmotional costsWhenever you get bogged down in an unresolved conflict, all four of these costs begin to mount. The conflict meter starts running. This is often not fully appreciated by parties to a dispute especially in the early stages when monetary consequences seem the only concern.However as the conflict takes hold, all four costs begin to take their toll.It is a wise conflict resolution facilitator who makes sure that the parties to the dispute fully understand that all four costs are running as this helps them see the mutual advantage of collaborating and getting resolution.So, wha
1. Corporate records:
The companys original articles of incorporation or articles of organization
By-Laws and minutes of any Board meetings, executive committee meetings, and
shareholder meetings
Stock issuance and transfer
The companys communication with shareholders
Press clippings and press releases
Applications for and documents authorizing the company to do business in another state
Stockholder agreements, voting, proxies, and other similar documents
The companys organization chart showing how it is structured and if there are any affiliates
2. Insurance:
All insurance policies, their coverage limits, the deductibles, renewal dates, and premiums
paid or owed
Insurance claim history
3. Government regulations and filings:
Reports and correspondence with any governmental authority
Licenses, permits, approvals, etc.
Bonds posted for licenses, permits, etc.
Records of any investigation, inquiry, or inspections by government
Government orders with which the company must comply
4. Financing:
Documents evidencing loans, secured and unsecured, and personal guarantees
Bank agreements confirming lines of credit
Documents evidencing sale, lease-back, instalment purchases, sales contracts, loan
agreements
Correspondence to and from lenders
Evidence of satisfaction or liens or debts
5. Financial information
Audited financial statements
Unaudited monthly and quarterly financial statements
Capital budgets, changes in accounting practices
Inventory summary
Aged accounts receivable and payable
List of all assets with purchase price
Correspondence with inside and outside accountants
6. Taxes:
Federal, state, and local tax returns
Any adjustments, settlements, recapture, or notices with taxing authority
FICA, FUTA, and other employee withholding
Calculations of tax basis, book basis, and depreciation of all assets
7. Customer information
Customer agreements
List of 10 largest customers and list of sales to each
Government or quasi-government customers
Catalogs, product literature, advertising, and price lists
8.
Agreements concerning distribution of stock, stock options, preemptive rights, and stock
option plans
Agreements or contracts concerning capital expenditures
Licenses, agreements, franchises, joint venture or partnership agreements
Interconnection agreements, leases, any document limiting the companys line of business,
and non-compete agreements
Agreements entered into in the normal course of business and agreements not in the
normal course of business
Agrements to pay of indemnify the debts or liabilities of third parties
Documents regarding acquisition or disposition of businesses or assets
Agreements or contracts with directors, officers, stockholders, or affiliate or relatives of
such parties
Sample purchase orders and distribution agreements
Copies of documents evidencing the companys or stockholders interest in any entity in the
same industry
Bartering contracts
9. Employee-related documents
Employment, union, nonunion agreements, memoranda of understanding, grievance
settlements
Letters offering employment
Consulting and independent contractor agreements
Personnel policy manual
Employee health benefits, bonuses, deferred compensation, pension, profit sharing, stock
options, employee stock purchases, retirement, and other employee benefits
Financial statements and list of assets and valuation for all employee plans
Actuarial reports and nonfunding for any employee plan
Tax returns and other communications with taxing authorities regarding employee plans
10. Real property
Description and copies of all real property leases and options
Mortgages in which company is a party
Deeds, title reports, surveys, and certificates of occupancy for all real estate owned in
whole or in part by company
Special use permits or variances for any real property occupied by company
11. Environmental matters
Information regarding compliance or noncompliance, claims, permits, licenses,
correspondence, and notices with any environmental protection laws or regulations
Inspections, citations, audits, feasibility studies, corrections, and outstanding enforcement
actions
Spill reports, notifications, clean-up requirements, and financial estimates for clean-ups or
violations
Intracompany correspondence, memos, and reports relating to environmental matters
List of all above-ground and underground tanks, their contents, and their location
Information regarding prior ownership and uses or company-owned property
12. Intellectual property,
All patents, patent applications, invention disclosures, and list of important unpatented items
Documents of ownership or other agreements concerning acquisition, security, and
confidentiality of information
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only the
The competition in the handset business in Nigeria, Africa like other countries of the world, is enormous especially in the major cities. Only entrepreneurs who go the extra mile will always make it. Though the market for GSM handsets is very large, most people find it difficult to break even in the business; an idea is what you will need to differentiate yourself from the crowd and competition no matter where you are located.The secret to this success is the Nokia handset retail business- this simply means branding your shop with Nokia and selling of only Nokia phones. The Nokia brand is the secret.Nokia as you know is unarguably the leading phone manufacturer in the world today, It is also the fastest selling brand in the world today with over 40 percent of worldwide market sales. And here in Nigeria, the Nokia brand controls over 46 percent of the market share. It is the biggest brand in handset business and it also commands one of the strongest consumer loyalties all over the world with great support. this can be seen in
Records of any investigation, inquiry, or inspections by government
Government orders with which the company must comply
4. Financing:
Documents evidencing loans, secured and unsecured, and personal guarantees
Bank agreements confirming lines of credit
Documents evidencing sale, lease-back, instalment purchases, sales contracts, loan
agreements
Correspondence to and from lenders
Evidence of satisfaction or liens or debts
5. Financial information
Audited financial statements
Unaudited monthly and quarterly financial statements
Capital budgets, changes in accounting practices
Inventory summary
Aged accounts receivable and payable
List of all assets with purchase price
Correspondence with inside and outside accountants
6. Taxes:
Federal, state, and local tax returns
Any adjustments, settlements, recapture, or notices with taxing authority
FICA, FUTA, and other employee withholding
Calculations of tax basis, book basis, and depreciation of all assets
7. Customer information
Customer agreements
List of 10 largest customers and list of sales to each
Government or quasi-government customers
Catalogs, product literature, advertising, and price lists
8.
Agreements concerning distribution of stock, stock options, preemptive rights, and stock
option plans
Agreements or contracts concerning capital expenditures
Licenses, agreements, franchises, joint venture or partnership agreements
Interconnection agreements, leases, any document limiting the companys line of business,
and non-compete agreements
Agreements entered into in the normal course of business and agreements not in the
normal course of business
Agrements to pay of indemnify the debts or liabilities of third parties
Documents regarding acquisition or disposition of businesses or assets
Agreements or contracts with directors, officers, stockholders, or affiliate or relatives of
such parties
Sample purchase orders and distribution agreements
Copies of documents evidencing the companys or stockholders interest in any entity in the
same industry
Bartering contracts
9. Employee-related documents
Employment, union, nonunion agreements, memoranda of understanding, grievance
settlements
Letters offering employment
Consulting and independent contractor agreements
Personnel policy manual
Employee health benefits, bonuses, deferred compensation, pension, profit sharing, stock
options, employee stock purchases, retirement, and other employee benefits
Financial statements and list of assets and valuation for all employee plans
Actuarial reports and nonfunding for any employee plan
Tax returns and other communications with taxing authorities regarding employee plans
10. Real property
Description and copies of all real property leases and options
Mortgages in which company is a party
Deeds, title reports, surveys, and certificates of occupancy for all real estate owned in
whole or in part by company
Special use permits or variances for any real property occupied by company
11. Environmental matters
Information regarding compliance or noncompliance, claims, permits, licenses,
correspondence, and notices with any environmental protection laws or regulations
Inspections, citations, audits, feasibility studies, corrections, and outstanding enforcement
actions
Spill reports, notifications, clean-up requirements, and financial estimates for clean-ups or
violations
Intracompany correspondence, memos, and reports relating to environmental matters
List of all above-ground and underground tanks, their contents, and their location
Information regarding prior ownership and uses or company-owned property
12. Intellectual property,
All patents, patent applications, invention disclosures, and list of important unpatented items
Documents of ownership or other agreements concerning acquisition, security, and
confidentiality of information
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only th
Headlines from the salary-related articles at web site efinancialcareers.com read, Lucrative Times for Risk Professionals, (Apr. 9, 2007), Demand Pumps Pay in Risk Management, (Jan. 7, 2007), Hefty Increases to Risk Executives, (June 20, 2006), Risk Sector View: Banks Gearing and Paying Up, (Nov. 9, 2005), and Risk Manager Pay Jumps 15% Year on Year, (May 9, 2005). Michael Woodrow, president of the risk-management search firm Risk Talent Associates, predicts continued high demand for risk management specialists with experienced market risk and credit risk people getting packages of $500,000 or "much, much more."The results from a recent Risk Talent Associates compensation survey are as follows. For risk management analysts or associates, average total compensation in the U.S. grew from $111,000 in 2005 to $121,000 in 2006. For senior associates or managers, compensation rose $150,000 to $166,000. Vice presidents saw their compensation rise from $242,000 in 2005 to $264,000 in 2006. Senior vice presidents garne
option plans
Agreements or contracts concerning capital expenditures
Licenses, agreements, franchises, joint venture or partnership agreements
Interconnection agreements, leases, any document limiting the companys line of business,
and non-compete agreements
Agreements entered into in the normal course of business and agreements not in the
normal course of business
Agrements to pay of indemnify the debts or liabilities of third parties
Documents regarding acquisition or disposition of businesses or assets
Agreements or contracts with directors, officers, stockholders, or affiliate or relatives of
such parties
Sample purchase orders and distribution agreements
Copies of documents evidencing the companys or stockholders interest in any entity in the
same industry
Bartering contracts
9. Employee-related documents
Employment, union, nonunion agreements, memoranda of understanding, grievance
settlements
Letters offering employment
Consulting and independent contractor agreements
Personnel policy manual
Employee health benefits, bonuses, deferred compensation, pension, profit sharing, stock
options, employee stock purchases, retirement, and other employee benefits
Financial statements and list of assets and valuation for all employee plans
Actuarial reports and nonfunding for any employee plan
Tax returns and other communications with taxing authorities regarding employee plans
10. Real property
Description and copies of all real property leases and options
Mortgages in which company is a party
Deeds, title reports, surveys, and certificates of occupancy for all real estate owned in
whole or in part by company
Special use permits or variances for any real property occupied by company
11. Environmental matters
Information regarding compliance or noncompliance, claims, permits, licenses,
correspondence, and notices with any environmental protection laws or regulations
Inspections, citations, audits, feasibility studies, corrections, and outstanding enforcement
actions
Spill reports, notifications, clean-up requirements, and financial estimates for clean-ups or
violations
Intracompany correspondence, memos, and reports relating to environmental matters
List of all above-ground and underground tanks, their contents, and their location
Information regarding prior ownership and uses or company-owned property
12. Intellectual property,
All patents, patent applications, invention disclosures, and list of important unpatented items
Documents of ownership or other agreements concerning acquisition, security, and
confidentiality of information
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only th
What does your brand say to your customers? What, you don't have a brand because you're a solopreneur; a one-woman shop? Ah, but you do. If you have business, you have a brand, whether you realize it or not.Think of some of the world-wide brands we experience every day Target, Dell, and BMW. Just mentioning these names conjures up a feeling, doesn't it? For example, when you thought of Target you may have felt a bit light and happy because of their upbeat commercials. When you thought of Dell you might have thought "They're a friendly computer company. I could see myself buying a computer from them." Or, when BMW crossed your mind, perhaps the image came to your mind of your hands intensely gripping the sterling wheel of the "Ultimate Driving Machine" while your foot is seriously on the accelerator as you swerve around tight-in corners. Oh, the feeling of power under your feet!When someone says your company's name, people get some kind of immediate gut feeling, too. Something goes through their mind - That
Actuarial reports and nonfunding for any employee plan
Tax returns and other communications with taxing authorities regarding employee plans
10. Real property
Description and copies of all real property leases and options
Mortgages in which company is a party
Deeds, title reports, surveys, and certificates of occupancy for all real estate owned in
whole or in part by company
Special use permits or variances for any real property occupied by company
11. Environmental matters
Information regarding compliance or noncompliance, claims, permits, licenses,
correspondence, and notices with any environmental protection laws or regulations
Inspections, citations, audits, feasibility studies, corrections, and outstanding enforcement
actions
Spill reports, notifications, clean-up requirements, and financial estimates for clean-ups or
violations
Intracompany correspondence, memos, and reports relating to environmental matters
List of all above-ground and underground tanks, their contents, and their location
Information regarding prior ownership and uses or company-owned property
12. Intellectual property,
All patents, patent applications, invention disclosures, and list of important unpatented items
Documents of ownership or other agreements concerning acquisition, security, and
confidentiality of information
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only th
The layout of your website and how it is designed will be critical for your success as a coach.Here are some quick tips of how to design your site to ensure that it is the best it can be:A Good Looking Site Is Not Good EnoughIt is all well and good having a flashy website but your main aim of the site is to convert browsers into clients.Keep gizmos to the bare minimum and when designing your site put yourself in your ideal clients shoes and ask yourself:"What would I want to see on this site?"What colours?""Pictures? personal pictures or business?"Get this type of thing wrong and it will cost you dearly as you only get 5 seconds to grab the visitors attentionAttention Grabbing HeadlineWhat is the main benefit of your service?What can you offer that other coaches do not?What problems can you solve for the client?A headline based upon some of these factors will make sure that the visitors attention is grabbed and that they will be cu
Trademarks, pending trademark applications, registrations, renewals and unregistered
trademarks
Trade names, manner and territory of use of trade names, and state or federal failings of
trade names
Concurrent use agreements, settlements, or registrations
Copyrights, copyright applications, registrations, renewals, assignments, and documents
Any licenses of patents, trademarks, trade names, or copyrights
Disputes, legal proceedings, infringements, judgments, decrees, settlements, or court
orders regarding patents, trademarks, trade names, and copyrights
13. Banking
Bank accounts, credit agreements, debt instruments, and lines of credit
14. Litigation/Disputes
All documents regarding any actual or pending litigation, administrative proceedings,
government investigations, disputes, grievances, and inquiries
Consent decrees, judgments, court orders, settlement agreements to which the company is
a party
15. Miscellaneous
Analyses by investment bankers, engineers, management consultants, accountants
Marketing studies, credit reports, and other financial reports
Pending powers of attorney
Organizational charts, job descriptions, job titles, salaries, start dates, and bonuses
Internal management reports
This list should help you prepare, but it is only the legal portion of a due diligence study. There may be other areas considered in a due diligence study such as product or service studies, competitive analysis, market analysis, and reference and background checks. A due diligence study is often undertaken by investors or lenders before any investments or loans are made.
Jo Ann Joy, Esq., MBA, CEO The future of your business starts here!
You may contact Jo Ann by phone at (602) 663-7007, by fax at (602) 324-7582, by email at joannjoy@Indigo Business Solutions.net, and by mail at 2313 East Ocotillo Rd., Phoenix, AZ 85016. Copies of any articles will be provided free of charge.
For information about other important legal, tax, and business topics, free copies of articles, or EBooks, please visit our website at u>www.IndigoBusinessSolutions.net. Copyright 2006. All rights reserved. Indigo Business Solutions is a registered trade name.
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