
Due diligence is a general
legal term that refers to a reasonable investigation and research before making
a decision. It implies the use of ordinary care in determining a course of
action. Due diligence is also used as a noun to connote a corporate
investigation that proceeds the launching of a major business activity. For
example, one company thinking of acquiring another may conduct a “due
diligence,” which means an investigation into all the business ramifications of
the proposed acquisition. Due diligence investigations usually include
comprehensive economic appraisals, risk analyses, document checks, interviews
of key personnel and other investigative steps.
Failing to conduct an
appropriate due diligence before undertaking a business activity may be
considered a violation of the duty of care owed by corporate managers to their
shareholders.