Due Diligence Checklist

Due Diligence Checklist for Trade Finance, Project Finance, Commercial Real Estate, and Acquisitions

Due diligence is the difference between a credible mandate and a stalled process. Lenders, private credit investors, and acquisition committees are not allergic to risk. They are allergic to unknown risk. The fastest approvals come when a sponsor or management team anticipates the questions that matter and builds a data room that answers them cleanly.

This checklist is designed for four of the most common Financely mandate categories. Structured trade finance, project finance, Commercial Real Estate capital, and business acquisitions. Each category has its own underwriting logic, but the fundamentals remain consistent. Clear ownership, verifiable cash flow, enforceable contracts, and evidence that the deal survives a downside case.

A disciplined data room is a signal of competence. It reduces back-and-forth, keeps pricing honest, and protects your credibility when capital providers compare your deal against competing files.

Core Documents Across All Mandates

These are the baseline items most institutional capital providers will request regardless of transaction type. Treat them as non-negotiable.

Corporate and Ownership

  • Certificate of incorporation, articles, and current corporate registry extracts.
  • Shareholder register and cap table with beneficial ownership details.
  • Board resolutions authorising the financing or transaction.
  • Group structure chart including all subsidiaries and holding entities.
  • Copies of material shareholder or JV agreements.

Clean ownership and decision authority reduce delays in KYC, sanctions, and legal review.

Financial and Operating Proof

  • 3 years of audited financials where available.
  • Interim management accounts and trailing twelve-month performance.
  • Bank statements and debt schedules.
  • Customer, supplier, and revenue concentration analysis.
  • Capex history and forward capex plan.

Investors want to see not only profitability but the durability of that profitability.

Compliance and Risk Readiness

A surprising number of deals die quietly at compliance gates. Build this set early.

  • Full KYC pack for the borrower, sponsor, and key controllers.
  • Sanctions exposure assessment for counterparties and jurisdictions.
  • AML policies for larger operating groups.
  • Litigation summary and material dispute documentation.
  • Insurance program overview and claims history where relevant.

Trade Finance Due Diligence Checklist

Trade finance underwriting is flow-based and control-driven. Lenders want to understand the mechanics of buying, shipping, selling, and collecting. The strongest files show repeatability, not one-off optimism.

Commercial and Counterparty Set

  • Executed purchase and sales contracts, aligned Incoterms, and clear payment terms.
  • Counterparty profiles with proof of historical performance.
  • Trade flow history by commodity, corridor, and average ticket size.
  • Pricing methodology and margin analysis after logistics and funding costs.
  • Dispute history and contract enforcement track record where available.

The goal is to show that the trade can be audited as a predictable cash conversion cycle.

Operational Controls and Documents

  • Shipping, inspection, and quality protocols.
  • Warehouse and collateral management arrangements where needed.
  • Insurance policies tailored to cargo risk windows.
  • Sample sets of historical trade documents.
  • Proposed collection and control account structure.

Lenders price risk based on how much control they can enforce over goods and proceeds.

Trade Finance Facility-Specific Add-ons

  • Borrowing base calculations, eligibility criteria, and reserves logic.
  • Inventory ageing reports and turnover metrics.
  • Receivables ageing and dilution analysis.
  • Hedging policy and evidence of execution where price risk is material.
  • Proposed LC or SBLC wording if credit enhancement is required.

Project Finance Due Diligence Checklist

Project finance relies on contractual cash flow and tight risk allocation. Lenders focus on construction risk, offtake quality, and the clarity of the security package across the project company and key contracts.

Project and Contract Foundation

  • Project summary, technical scope, timeline, and location details.
  • Land rights, permits, environmental and regulatory approvals.
  • Offtake agreements or revenue contracts with creditworthy counterparties.
  • EPC contract with defined scope, milestones, and liquidated damages.
  • O&M agreements and lifecycle cost assumptions.

Revenue is not bankable until the contracts prove enforceability and performance logic.

Financial Model and Funding Plan

  • Base and downside models with sensitivity analysis.
  • Capex schedule with contingencies and independent cost benchmarks.
  • Construction draw plan and equity injection timing.
  • Proposed covenant package and coverage ratios.
  • Insurance matrix for construction and operational phases.

The cleanest approvals come when the equity plan is committed and timed to risk windows.

Project Finance Risk Checklist

  • Grid connection studies and interconnection agreements where applicable.
  • Feedstock or supply contracts for process or industrial projects.
  • Technology risk assessment for non-standard equipment.
  • Independent engineer scope and early-stage reports where available.
  • SPV structure diagrams and cash waterfall logic.

Commercial Real Estate Due Diligence Checklist

Commercial Real Estate underwriting is asset-led. The property’s cash flow, tenancy quality, capex plan, and legal title drive the credit decision as much as the sponsor’s balance sheet.

Asset and Legal Pack

  • Title documents, surveys, and zoning compliance.
  • Property condition reports and capex requirements.
  • Environmental assessments where relevant.
  • Insurance coverage and claims history.
  • Third-party valuation and market comps.

Unresolved title or permitting questions create immediate pricing penalties.

Income and Occupancy

  • Rent roll, lease abstracts, expiry schedule, and tenant concentration.
  • Historical operating statements and net operating income bridges.
  • Market rent analysis and re-leasing assumptions.
  • Property management agreement and operating budget.
  • Capex reserve plan for lender underwriting.

Lenders will test the story against vacancy, rent reversion, and interest rate stress.

Transaction-Specific Items

  • Purchase and sale agreement with deposit and closing conditions.
  • Sources and uses table with equity evidence.
  • Debt quote comparisons if already received.
  • Business plan for repositioning or value-add strategies.
  • Tax and structuring memos for cross-border ownership.

Business Acquisition Due Diligence Checklist

Acquisition financing is driven by the target’s cash flow and the buyer’s execution plan. Credit committees want clarity on what is being bought, how stable the earnings are, and how the buyer plans to protect downside risk during integration.

Deal and Process Documents

  • Signed LOI and progressing APA or SPA drafts.
  • Quality of earnings or financial review where available.
  • Management presentations and board approval evidence.
  • Detailed sources and uses with committed equity.
  • Debt stack outline including senior and subordinated needs.

Credible equity and a live transaction timeline separate serious buyers from casual inquiry.

Target Company Core Set

  • 3 to 5 years of financials and trailing twelve-month performance.
  • Customer concentration and churn analysis.
  • Supplier dependencies and contract terms.
  • Debt, leases, and off-balance sheet obligations.
  • Capex needs and working capital seasonality.

Lenders will normalise earnings and stress cash conversion under conservative assumptions.

Operational and Legal Depth

  • Material contracts with change-of-control provisions highlighted.
  • IP, software, and data rights summaries for tech-enabled targets.
  • HR, key employee retention risks, and incentive plans.
  • Litigation, regulatory exposure, and compliance posture.
  • Integration plan with 100-day priorities and synergy assumptions.

Data Room Structure That Works

A clean data room is not a dump of PDFs. It is a narrative in document form. Keep a clear index, version control, and a summary memo that matches the financing ask. If a lender must hunt for basic answers, you will lose momentum and invite conservative pricing.

  • Start with an executive deal memo and an index that mirrors underwriting categories.
  • Separate historical evidence from forward-looking plans.
  • Provide short notes for any weakness with a credible mitigation plan.
  • Include a single source-of-truth model with assumptions clearly labelled.

How Financely Uses This Checklist

Financely acts as advisor and arranger through regulated partners. We use this checklist to confirm eligibility and to build a lender-grade narrative that can clear institutional diligence. We focus on post-revenue companies and serious sponsors who are prepared to support underwriting standards in trade finance, project finance, Commercial Real Estate, and acquisition contexts.

We do not guarantee financing outcomes. We reduce avoidable friction, structure credible terms, and run a controlled process with capital providers that match the deal’s risk profile and jurisdictional requirements.

Get a Lender-Ready Diligence Review

If you are preparing a trade facility, a project capital stack, a Commercial Real Estate acquisition, or a business purchase and want your data room aligned with institutional underwriting expectations, Financely can review your file and advise on the most credible execution pathway through regulated partners.

Request a Diligence Review

Disclaimer: This page is for general information only and does not constitute legal, financial, or investment advice. The checklists above are indicative and may not reflect the requirements of any specific lender, investor, guarantor, or jurisdiction. Financely acts as advisor and arranger through regulated partners and is not a bank or direct lender. Any financing or guarantee-related outcome is subject to underwriting, KYC, AML, sanctions screening, legal review, technical diligence where applicable, insurance review where applicable, perfected security where applicable, and approvals by relevant institutions. Professional and corporate audience only.

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