Transactional (M&A)
Due diligence for sale/acquisition
- • Reactive and one-time audit
- • Requested by buyer or external investor
- • Purpose: establish price and transaction risks
- • Focus on valuation for sale
Preventive legal due diligence (PLDD) – From reaction to proactivity
Compliance & Risk
Preventive legal due diligence (PLDD)
From reaction to proactivity
In today's business environment, marked by increasingly complex regulations (GDPR, AML, ESG etc.), companies can no longer afford to operate reactively, solving legal problems only after they arise. The cost of litigation, regulatory fines, or reputational crises is exponentially higher than the cost of prevention.
Preventive Legal Due Diligence (PLDD) is a strategic risk management instrument. It represents a complete legal "health check" for your company, designed to identify and remediate vulnerabilities before they escalate into crises.
Complete GDPR audit AML compliance (Law 129/2019) Corporate and contractual governance
The strategic difference
PLDD vs. transactional due diligence
Preventive (PLDD)
Health audit for management
- • Proactive and periodic audit
- • Requested by company's internal management
- • Purpose: long-term health and operational compliance
- • Focus on protection and future risk prevention
A regular Preventive Legal Due Diligence (PLDD) audit identifies and addresses issues that, if left unresolved, could lead to costly corrective measures and price renegotiations should the buyer uncover outstanding risks during the target company’s evaluation.
Key areas covered by the PLDD audit
Our approach is methodical and covers all operational facets of your business.
Corporate compliance and governance
We verify corporate infrastructure and compliance with reporting obligations.
- Document audit: Articles of Association updated and reflecting actual business structure
- Validity of director and officer mandates, properly registered
- GMS/Board register: resolutions signed and recorded appropriately
- Compliance with beneficial owner declaration obligations
Contractual compliance
We analyze key contracts to identify risk clauses and hidden obligations.
- Review of material contracts with key clients, strategic suppliers, and financiers
- Identify disadvantageous auto-renewals, excessive penalty clauses, and restrictive exclusivities
- Employment Contract audit: alignment with Labor Code and updated job descriptions
GDPR compliance
In the digital economy, data is an asset but also a major risk.
- Verify existence of legal bases for data processing
- Privacy policies and information notices compliant with Regulation (EU) 2016/679
- Adequate security measures and incident response procedures
- Existence of DPA (Data Processing Agreements) with suppliers
AML compliance (Anti-money laundering)
We verify compliance with Law 129/2019 for money laundering prevention.
- Mandatory for reporting entities: real estate agents, lawyers, accountants, and auditors
- KYC (Know Your Customer) procedures implemented and documented
- Suspicious transaction reporting processes compliant with legislation
Real estate and asset compliance
We audit the legal status of premises and real estate assets.
- Property title verification (land registry) for headquarters, branches, and owned properties
- Lease agreement review: termination clauses and rent increase controls
Latent litigation and intellectual property
We assess future litigation risk and intellectual asset protection.
- Analysis of pre-litigation correspondence, customer complaints, and internal disputes
- Verify that trademarks, patents, and copyrights are registered and protected
PLDD outcome: Risk Report and Remediation Plan
A PLDD audit does not end with a list of problems. The final deliverable is a strategic management instrument.
Risk report
- Confidential document listing all non-conformities and vulnerabilities identified
- Clear presentation of each issue with legal and business implications
- Executive summary for board and management
Risk prioritization
- High Risk: immediate action required
- Medium Risk: to be planned within the next 90 days
- Low Risk: to be monitored periodically
- Efficient resource allocation based on priorities
Remediation plan
- Detailed action plan with concrete steps for each issue
- Timeline and responsible parties for implementation
- Transform the audit into real, measurable business improvement
Frequently asked questions
My company is not for sale. Why would I need due diligence? +
This is a common misconception. Preventive Legal Due Diligence (PLDD) is not for sale purposes (that is transactional due diligence). PLDD is an internal, proactive "health check" designed to protect your business from fines, litigation, and financial losses, ensuring long-term compliance.
How often should I conduct a preventive legal audit? +
Our recommendation is a complete PLDD audit every 1-2 years and narrower compliance audits (e.g., GDPR, AML) annually or whenever a major legislative change or business model modification occurs.
What is Law 129/2019 (AML) and why is it relevant to me? +
Law 129/2019 is the national legal framework for preventing and combating money laundering. If you operate in sectors considered "reporting entities" (real estate, financial services, accounting, law, gambling), you have strict legal obligations to know your customers (KYC) and report suspicious transactions. A PLDD audit verifies whether you meet these obligations.
Is GDPR compliance auditing included in PLDD? +
Yes. In the current context, no risk assessment is complete without analyzing how the company manages personal data. Given fines that can reach 4% of global turnover, GDPR audit is a critical component of any PLDD.
Is this audit the same as a financial audit? +
No. A financial audit (performed by financial auditors) verifies the accuracy of financial statements. A legal audit (PLDD), performed by lawyers, verifies the company's legal and operational compliance with current legislation, contracts, and internal statutes, assessing legal risks.
Protect your business before it's too late
Share your company context and we'll schedule a discovery call to define the audit scope.
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