Build a closing funds-flow and deliverables list from the draft
Key facts
- Human involvement
- YellowClose supervision
- How AI is used
- Turn the draft agreement's closing section into a table of who pays whom, the document to be delivered and the clause number. Do not calculate tax and do not draft a funds-flow memorandum.
- What the lawyer must review
- For a merger of Delaware corporations, § 251 of the General Corporation Law requires the agreement to be submitted to stockholders, with notice at least 20 days before the meeting, unless a later subsection of § 251 removes the vote, and the instrument filed with the Secretary of State is the agreement or a certificate of merger. Section 251 does not govern a stock purchase or an asset purchase, and it does not govern a corporation formed in another state. Opinion 512 requires you to verify any extract you rely on. You confirm wire instructions and signing authority yourself.
- Written for / version
- United States versionUS
Who does what
| Role | What they do |
|---|---|
| Assistance | Potential support includes preparing preliminary structure or wording and assembling provisional schedules. Confirm the tool’s capability and permitted scope. |
| Lawyer | Set the scope, supervise the work closely, verify every part relied on, resolve omissions and exceptions, and approve the exact output. |
Checklist
- Open each relied-on authority independently. Confirm its existence, current status, proposition and any quotation or pinpoint reference.
- Check the current court or regulator requirements, prescribed form and attachments for the intended document and filing.
- Review operative clauses in the complete document, including definitions, cross-references, schedules and inconsistencies with the instructions.
- Confirm the output against the client’s instructions and the complete relevant source material, including omissions or contradictions.
- Resolve exceptions and record the responsible lawyer’s approval of the exact output and intended use.
Forms and precedents for this task
| Form or precedent | Kind | AI use | Summary |
|---|---|---|---|
| Private acquisition closing checklist (United States) | Checklist | AI use Yellow | Closing checklist for a US private stock or asset purchase: authority, Hart-Scott-Rodino, third-party consents, intellectual property, employees and funds flow. |
Signed-in accounts can read the full text of each one. All precedents.