Due Diligence Activities: Rapid Fire

What this video covers

• The two-pronged disclosure standard, why the word "or" between untrue statement and material omission is the exam trap, and how a technically accurate registration statement can still trigger liability
• Why reasonableness is situation-specific with no fixed checklist, and how an initial public offering (IPO) demands deeper investigation than a follow-on for a seasoned issuer
• How bring-down due diligence works as a pre-closing refresh, not a one-time signing event, and the limits of reasonable reliance on issuer officers and experts
• Sell-side versus buy-side roles across eight comparison categories, including why reverse due diligence, background checks, and cost-saving identification each run on only one side
• The six substantive buy-side due diligence areas and why off-balance-sheet items, unfunded pension liabilities, and retiree health liabilities are explicit buy-side risk-discovery targets
• The Sarbanes-Oxley insider-loan ban, why market terms do not save the loan, the two-business-day Form 4 reporting deadline, and the 10% beneficial-owner trigger
• The two internal-control assertions required for a complete filing (management's assessment and auditor's attestation), and which filers qualify for exemptions