---
title: "Acquisition due-diligence request list (United States private deal)"
url: "https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity/us-diligence-request-list"
type: "precedent"
site: "AI Law Framework"
id: "a2-us-diligence-request-list"
area_id: "A2"
kind: "checklist"
ai_level: "yellow"
version: 1
task_ids: ["A2-T1-R1", "A2-B6-1", "A2-B6-3", "A2-T1-R12"]
law_stated_as_at: "2026-10-22"
---

# Acquisition due-diligence request list (United States private deal)

> Request list for diligence on a US private stock or asset purchase: corporate records, contracts, employees, intellectual property, privacy, litigation and Hart-Scott-Rodino facts. The lawyer cuts it to the deal.

Canonical page: https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity/us-diligence-request-list  
Law stated as at: 2026-10-22

Site index for agents: https://ailawframework.com/llms.txt

## Key facts

- Kind: Checklist. Steps or checks to work through and tick off.
- Practice area: [Mergers & Acquisitions / Private Equity](https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity.md)
- Jurisdictions: United States
- AI level: Yellow. You and the tool draft together, with you directing. You check every statement you rely on.
- Law stated as at: 2026-10-22
- Status: Maintained. Checked on 2026-10-22 against the 3 authorities it cites, for United States.

## When to use it

Use to ask a private-company seller for the first set of documents on a stock or asset purchase. Cut categories that do not apply. It is not a merger-notification form and it is not a disclosure schedule.

## Used for these tasks

- [Triage the data room and draft a first-pass issues list](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/triage-the-data-room-and-draft-a-first-pass-issues-list.md)
- [Triage and classify a data room with AI](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/triage-and-classify-a-data-room-with-ai.md)
- [Extract key terms across contracts for a DD report](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/extract-key-terms-across-contracts-for-a-dd-report.md)
- [Prepare the employment due-diligence issues list for the deal](https://ailawframework.com/practice/mergers-and-acquisitions-private-equity/prepare-the-employment-due-diligence-issues-list-for-the-deal.md)

## How AI may be used

AI may assemble this list from the deal type and index what the data room actually contains against it. The lawyer decides which requests to send and which gaps matter.

**AI may:**

- Drop categories the instructions say do not apply, and keep a record of what was dropped
- Match documents in the data room to the numbered requests and list requests with no document
- Build a chronology of missing dates from the documents that were produced

**AI must not:**

- Must not send the list to the seller
- Must not describe a missing document as a breach of a representation
- Must not conclude that a Hart-Scott-Rodino filing is required

**The lawyer checks:**

- The list matches a stock deal or an asset deal, not both, unless the structure is undecided
- Privilege is not requested in a form that would waive it
- Employment, WARN and privacy requests are answered from documents, not from a guess about headcount

## Authorities

- [15 U.S.C. § 18a (what a premerger notification must allow the agencies to assess)](https://www.law.cornell.edu/uscode/text/15/18a)
- [29 U.S.C. § 2101(b) (on a sale of a business, who gives WARN notice)](https://www.law.cornell.edu/uscode/text/29/2101)
- [California Civil Code § 1798.140(ad)(2)(C) (a transfer of personal information in a merger or acquisition is not a sale if use stays consistent)](https://leginfo.legislature.ca.gov/faces/codes_displaySection.xhtml?sectionNum=1798.140.&lawCode=CIV)

## Full text and drafting notes

The full text and the drafting notes are not part of this public page. Signed-in firm accounts can read them at https://ailawframework.com/precedents/mergers-and-acquisitions-private-equity/us-diligence-request-list and through the signed-in MCP connector https://ailawframework.com/mcp/firm.

*Practice guidance for planning and review. Confirm current primary sources and the requirements of the actual matter. This is general information, not legal advice.*