Transactional Advisory · Service

Before you decide, see the full extent of the risk.

Through legal due diligence, we examine the target company's corporate, contractual, litigation, intellectual property, and compliance dimensions, and map the risks. We report red flags in advance and place your investment and acquisition decisions on a solid footing.

Overview

A clear legal picture before the decision

Legal due diligence is a process that systematically examines the legal health of a company or asset, making risks and hidden liabilities visible. Carried out before an acquisition, investment or partnership decision, this review ensures that the party knows exactly what it is taking over. Good due diligence delivers foresight rather than surprises.

At Köksal, we treat the review not as a mere document checklist but as a decision-support tool. We prioritise the findings, distinguishing the red flags that could halt the transaction from the risks that can be managed in negotiation, and we offer you actionable recommendations. Our multilingual team applies the same rigor to cross-border transactions.

Document and file review
01

When Does This Apply?

Before entering into any significant legal commitment concerning a company or asset, we bring the review into play.

Pre-Acquisition Review

Before acquiring a company or business, we examine the target's legal position and report the risks that will affect the price and the contract terms.

Before Investing

Before injecting capital into a company or taking an equity stake, we assess the legal foundations of the investment and its potential liabilities.

Before a Partnership

Before forming a joint venture or strategic collaboration, we examine the counterparty's legal structure and commitments to secure a balanced footing.

02

How Does the Process Work?

We conduct the review across three clear phases, from scope definition to the risk report.

01 · Scope & Data Room

We determine the scope of the review according to the nature of the transaction; we set up the data room, prepare the document request list, and define the priority areas.

02 · Review & Analysis

We examine the corporate, contract, litigation, intellectual property, and compliance headings in detail and analyse the findings according to their legal implications.

03 · Risk Report

We compile the findings into a prioritised report, presenting the red flags, manageable risks, and recommended steps in a clear and understandable manner.

Why Köksal?

Not a review, but decision support

The value of due diligence emerges not from how many documents are read, but from how accurately the findings are prioritised. We craft the report with a clarity that allows your transaction team to make decisions directly from it.

  • Risk mapping and red-flag-focused reporting
  • Corporate, contract, litigation, intellectual property and compliance scope
  • Presentation of findings with their impact on the transaction price and the contract
  • Multilingual review capacity in cross-border transactions
  • Actionable, prioritised recommendations for the decision-maker
03

Other Services in Transactional Advisory

When needed, the same team can seamlessly extend its work to our other solutions in this area.

All Transactional Advisory services
04

Related Areas & Legislation

The focus areas, practice areas, desks and legislation connected with this service.

06

The Team Delivering This Service

With our multilingual team of lawyers, well-versed in Turkish and German law, we are by your side.

Rarely. Most of what due diligence turns up is used to reprice the transaction or to secure it, not to end it. A risk that has been identified can be managed through an adjustment to the purchase price, a condition precedent requiring it to be remedied before closing, a special indemnity aimed at that particular risk, or by holding part of the price in an escrow account under the Turkish Code of Obligations (No. 609…

The review runs on a confidentiality agreement and on staged disclosure: the most sensitive material is opened only at later stages, once the transaction has shown it is real. The NDA carries binding obligations and a penalty clause under the Turkish Code of Obligations (No. 6098), and unlawful disclosure of a trade secret can also give rise to liability under the unfair competition provisions of the Turkish Commerc…

It is the seller having its own company reviewed before buyers arrive. Risks are identified and closed off in advance; the data room is set up ready and the process speeds up. The report can usually be put in front of several buyers at once, which is what makes a competitive sale process workable. Where more than one offer is expected, or the sale is time-sensitive, doing the review in advance is what protects again…

The duration depends on the size of the target company, the volume of documents, and the scope of the review. While a focused review can be completed in a few weeks, broad-scope transactions may take longer. A well-organised and complete data room speeds up the process significantly.

While the scope is shaped by the transaction, it typically covers the company's incorporation and shareholding structure, contracts, ongoing and potential litigation, intellectual property rights, and regulatory compliance. Where necessary, employment law, data protection, and administrative permits are also added to the review. The priority areas are determined jointly according to the nature of the transaction.

No; the purpose of due diligence is not to block the transaction but to enable the party to make an informed decision. Many of the identified risks can be managed through price adjustments, additional representations, or closing conditions. The report helps the transaction take on a safer and more balanced structure.

A red flag report is a document that presents the critical risks identified during the review in a summarised and prioritised form. Its purpose is to enable the transaction team to quickly see the most important issues and make decisions. Matters capable of halting the transaction and risks that can be managed in negotiation are shown separately.

A data room is a mostly digital environment where the documents belonging to the target company are presented in an organised manner for review. Documents collected in line with the request list are made accessible here and reviewed under confidentiality. A well-designed data room both speeds up the review and ensures the traceability of the findings.

Service

Get the right legal support for Due Diligence.

Let us determine the solution best suited to your needs, drawing on our experience in Türkiye and the DACH region.