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Business guide · verify before you sign

Due diligence on a business partner, investor or deal

Lawyers review the contract. Accountants review the numbers. Somebody has to review the person. That is due diligence, and it is cheaper than the lawsuit.

PersonNot just paper
EntitiesTraced
LitigationHistory
DiscreetAlways

When to order it

  • Taking on a partner, co-founder or key executive.
  • Investing in or lending to a private company.
  • A joint venture, franchise or distribution deal.
  • Acquiring a business or a book of clients.
  • Extending significant trade credit to a new customer.
  • A deal that feels rushed, or a counterparty whose history is hard to pin down.

What a due-diligence investigation verifies

AreaWhat we look atRed flags
Identity and historyNames, addresses, education and credential claimsUnverifiable claims; name changes
Prior companiesEvery entity they have led or owned, and how it endedSerial dissolutions; abandoned entities; unpaid creditors
LitigationSuits as plaintiff and defendant, judgments, arbitrationsPatterns of disputes with partners or investors
FinancialLiens, UCC filings, bankruptcies, tax liensUndisclosed debt; collateral already pledged
RegulatoryLicensing and professional discipline, securities actionsBars, suspensions, consent orders
CriminalCourt records across relevant counties and statesFraud, theft, violence
ReputationPress, reviews, former associates (interviews where authorized)Consistent accounts of the same behavior
LifestylePublic conduct and assets relative to claimed meansSpending that does not match the story

How it is done

Public records, corporate filings, court dockets, professional databases, press and open sources, assembled into a timeline of the person’s business life. Where authorized, discreet interviews with former partners, employees or counterparties add what records cannot. Field verification confirms offices, operations and assets that exist only on paper. Nobody contacts the subject unless you want them to know. Results typically return within a week or two depending on jurisdictions. See corporate due diligence and business partner vetting.

Patterns we see

The same stories recur in due-diligence files, which is why the areas above are checked every time:

  • The serial founder. Six companies in ten years, each dissolved with creditors unpaid, each pitched as the one that will work.
  • The borrowed résumé. A degree that cannot be verified, a title at a firm that never employed them, a license that lapsed under discipline.
  • The pledged collateral. Equipment and receivables already financed, discovered in UCC filings after the handshake.
  • The quiet litigant. Three partnership disputes in two states, each settled with a confidentiality clause, none mentioned.
  • The lifestyle gap. A claimed fortune and a leased everything.

None of these is necessarily disqualifying. Each is something you should know before signing, and each changes terms.

Three tiers of due diligence

TierWhenWhat it includesTimeline
BasicSmall deals; vendor onboardingIdentity, entity status, litigation and liens in the home state2–3 days
StandardPartnerships, key hires, mid-size investmentsBasic plus multi-state records, regulatory, prior companies, reputation review1–2 weeks
EnhancedAcquisitions, large investments, high-risk counterpartiesStandard plus authorized interviews, field verification, deeper asset and entity mapping2–4 weeks

Questions a due-diligence report should answer

  • Is this person who they say they are, with the history they describe?
  • What happened to every company they have led, and who was left unpaid?
  • Who has sued them, and why, and how did it end?
  • What do they owe, and what have they already pledged?
  • Has any regulator disciplined them?
  • Does their lifestyle match their claimed means?
  • What do former partners, employees and counterparties say, if interviews are authorized?
  • What could not be verified?

When the report says walk away

Sometimes the findings are disqualifying: a pattern of partner disputes, an undisclosed bankruptcy, a regulatory bar, a history of exploiting investors. The report will say so plainly and show the records. More often it says “proceed with these terms,” and the terms are what protect you. We do not editorialize about character; we show the history and let you and your advisers judge.

Quick reference

VerifySource
Identity and historyPublic records; databases
Prior companiesSecretary of State filings in every relevant state
LitigationCourt dockets, state and federal
Debt and collateralLiens, UCC filings, bankruptcies
Regulatory disciplineLicensing boards; securities regulators
ReputationPress; authorized interviews
MeansProperty records; field observation

Why the person matters more than the pitch

Deals are presented as opportunities, but they are entered with people, and the person’s history is the best predictor of the deal’s future. A counterparty who has left three partners holding the liabilities will usually leave a fourth. A founder whose prior companies dissolved with creditors unpaid will usually dissolve another. A partner with undisclosed judgments is already managing cash in ways you are not seeing. None of this appears in the pitch deck, and all of it appears in the records.

Due diligence on the person is cheap relative to the deal and decisive relative to the contract. The contract governs what happens when things go wrong; the person decides whether they will.

A deal that changed on the facts

A Nashville investor was asked to fund a hospitality venture led by a founder with an impressive story. The due-diligence report found two prior entities dissolved in Georgia with unpaid vendors, a judgment in Florida from a former partner, and a tax lien filed the previous year. None of it was in the pitch. The investor proceeded, but on different terms: a personal guarantee, staged funding tied to milestones, and signature authority held by an independent controller. The venture is operating. The terms were the difference.

What you get

A report organized by area with the record behind every finding, a timeline, and a plain summary of concerns and unknowns. Your attorney and accountant can act on it: representations and warranties, escrow, personal guarantees, or walking away. In our experience the report pays for itself most often by changing deal terms, not by killing deals.

Frequently asked

Questions people ask before they call

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