Mergers and Acquisitions from A to Z, 3rd Edition

CHAPTER 5

Due Diligence

Following the collapse of Enron, WorldCom, and several other major multinational companies, the capital markets experienced the Era of Accountability 1.0, which included the passage of Sarbanes-Oxley (Sarbox) in 2002. Sarbox brought new standards for conduct and governance for public-company boards of directors and officers, new and more stringent reporting requirements, stronger internal controls, and stiffer penalties for noncompliance. It also influenced the focus and depth of M&A due diligence standards, which began to take deeper dives into issues of financial reporting, objectivity, and verification. This is discussed further in the appendix to this chapter.

Less than a short seven years later, we have entered the ...