Real estate

Legal Due Diligence in Georgia: Business and Property Verification

Due diligence is the independent verification of an investment or transaction target: assessment of assets and property, analysis of company activity, legal verification, and financial health review. While Georgian law does not legally require due diligence, it follows the principle of Caveat Vendor — the seller bears responsibility for any defects under the Civil Code of Georgia. This makes counterparty verification an essential tool for buyer protection.

Legal Due Diligence in Georgia: Business and Property Verification

Due diligence is conducted before a transaction is finalised. The scope of verification scales with the size and complexity of the deal.

Types of Due Diligence

Legal Due Diligence

Analysis of the legal aspects of the target: founding agreements, charters, contracts, lease agreements. Review of disputes, licences, environmental obligations, and subsidiary structures. Assessment of legal and regulatory compliance risks.

Financial Due Diligence

Evaluation of the target's financial health: financial statements, accounting practices, cash flow, credit history, past transactions. Assessment of profitability and long-term financial stability.

Commercial Due Diligence

Analysis of market position: market trends, customer preferences, competitive landscape, business model, and growth opportunities.

Tax Due Diligence

Identification of tax risks: review of tax records, compliance assessment, tax liabilities and benefits. Structuring the transaction to minimise tax exposure for both parties.

When Due Diligence Is Needed

  • Purchasing property or a business in Georgia.
  • Entering a partnership or joint venture.
  • Making or attracting investments.
  • Vetting a new counterparty or supplier.
  • Mergers and acquisitions.
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