Two kinds of check

A commercial review is not legal due diligence. Know which one answers your question.

Before signing with a distributor, a supplier or a business to buy, people ask for a due diligence. The phrase covers two different pieces of work. One reviews the commercial background of the counterparty from public sources. The other is a legal examination carried out by qualified lawyers, with documents that only the counterparty can supply. This page sets out where each stops, so you do not rely on one for what only the other can say.

Public sourcesDocuments suppliedWho performsReliance
The line between them

Are you asking what is visible, or what is legally the case?

A commercial background review reads what is published: registry entries, the company's own website and domain, trade presence and public commentary. It shows whether these sources agree and flags where they do not. Legal due diligence goes into contracts, title, claims, compliance and the rights a counterparty actually holds, using documents the counterparty provides, and it ends in a legal opinion that others may rely on. A commercial review does neither of these things, and its findings are not an opinion on anything.

On a larger deal the two can be run side by side, and the commercial review's open points can be passed to the lawyers as questions.

Side by side

What each one can and cannot establish

A general comparison. Legal work is carried out by professionals qualified where the matter arises.

QuestionCommercial background reviewLegal due diligence
Who performs itLATYNEX Research, from public and client-provided sourcesQualified lawyers
Material usedPublic records, website, trade and public commentaryDocuments supplied by the counterparty, plus public records
What it can showWhether sources agree and where they conflictWhether rights, contracts and obligations stand as stated
What it cannot showContracts, title and the rights a counterparty holds, which only documents it supplies can showWhat the public sources say about trading footprint and reputation
Form of outputReport with findings classed and sourced, plus a limits noteLegal report or opinion, as the lawyers agree with you
Can you rely on it as legal assuranceNoWithin the terms of the engagement

No commercial review contains a legal opinion, a screening or a financial audit.

Three deals, three combinations

Three deals, three combinations

A small first order from an unfamiliar supplier

The commercial review covers the public side of the supplier; any legal question goes to a lawyer.

An exclusive distribution agreement for a territory

Commercial review of the distributor first, then lawyers for the contract and the exclusivity terms.

Buying a small business

Commercial review informs which questions to put; the legal examination is for the lawyers and cannot be replaced.

The service

Commercial Due Diligence

Who it is for
Companies about to sign with a distributor, agent, supplier or acquisition target and who want a commercial background before committing
The problem it solves
The commercial background of a counterparty is scattered across registers and sources and no one has put it together
What we need from you
  • counterparty name and country
  • registration details if known
  • the transaction context
  • what decisions the review supports
  • known concerns
How it works
  • scope agreed
  • registry, ownership, footprint and reputation review from public sources
  • findings structured with red flags
  • report with sources delivered
What you receive
A commercial background report: registry and ownership record where public, operational footprint, website and record consistency, public commercial reputation and red flags, each finding sourced and marked verified, inference or unavailable
Included
  • registry and ownership review where records are public
  • operational footprint and website consistency review
  • public commercial reputation review
  • red-flag summary with sources
  • method and limitations note
Not included
  • legal due diligence or legal opinion
  • financial audit or valuation
  • KYC, AML, PEP or sanctions screening
  • background checks on individuals
  • guarantees about the counterparty
Timing
Confirmed when your request is accepted.
What LATYNEX does
  • agree the scope
  • review public sources
  • structure findings and red flags
  • write up with sources
Price
Confirmed when your request is accepted.
Good to know

What this is, and isn't

Research reports what can be established from public and provided sources. It is not a guarantee about a counterparty's future conduct and not legal advice.

FAQ

Frequently asked questions

Can the commercial review replace a lawyer?+

No. It does not provide any legal opinion.

Do you sign off on a company's compliance?+

No. The report states what reviewed sources show and what they do not.

Which should come first?+

That depends on the deal. The commercial review's open points can be passed to the lawyers as questions.

Request

Tell us what you need.

No obligation. We read your request and reply with a straight answer.

Research

Know the counterparty before you commit.

Tell us what you need to find out and by when. We confirm scope before any work starts.

Request research