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Due Diligence Engagement Letter Template for Canada

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Key Requirements PROMPT example:

Due Diligence Engagement Letter

"I need a Due Diligence Engagement Letter for my accounting firm to conduct financial and operational due diligence for a tech company acquisition in Toronto, with services starting March 2025 and estimated completion within 8 weeks."

Document background
The Due Diligence Engagement Letter is a fundamental document used in professional services contexts across Canada to formally establish the terms of a due diligence assignment. It serves as the primary agreement between professional service firms (such as accounting, consulting, or law firms) and their clients when undertaking detailed investigations of business opportunities, transactions, or operational reviews. The document is essential in Canadian business practice as it defines the scope of work, methodologies, timelines, and deliverables while incorporating necessary provisions to comply with Canadian regulatory requirements, professional standards, and privacy laws. This letter typically precedes significant corporate transactions, investments, or strategic decisions and provides crucial protection for both service providers and clients by clearly defining expectations, limitations, and responsibilities.
Suggested Sections

1. Addressee and Date: Formal business letter heading with client details and date

2. Introduction: Opening paragraph identifying the parties and purpose of engagement

3. Scope of Services: Detailed description of the due diligence services to be provided

4. Timeline and Deliverables: Expected duration, key milestones, and format of deliverables

5. Professional Fees and Expenses: Fee structure, payment terms, and expense handling

6. Team Structure: Key team members, roles, and responsibilities

7. Confidentiality: Confidentiality obligations and information handling procedures

8. Client Responsibilities: Expected cooperation, information provision, and access requirements

9. Limitations and Assumptions: Key assumptions and limitations of the engagement

10. Professional Standards: Applicable professional standards and compliance commitments

11. Signature Block: Execution section with acknowledgment and acceptance provisions

Optional Sections

1. Conflicts of Interest: Required when there are potential conflicts to disclose or address

2. Foreign Jurisdictions: Include when due diligence involves multiple jurisdictions

3. Specialist Services: Required when engaging third-party specialists or subcontractors

4. Data Protection: Detailed section needed when handling personal or sensitive data

5. Force Majeure: Optional section addressing unforeseen circumstances

6. Anti-Money Laundering: Required for financial services or when handling financial transactions

Suggested Schedules

1. Schedule A - Detailed Scope of Work: Comprehensive breakdown of due diligence areas and procedures

2. Schedule B - Fee Schedule: Detailed fee structure, rates, and payment terms

3. Schedule C - Team Structure and CVs: Detailed team composition and relevant experience

4. Schedule D - Timeline and Work Plan: Detailed project timeline and methodology

5. Schedule E - Required Information List: List of documents and information required from the client

6. Appendix 1 - Standard Terms and Conditions: Firm's standard terms and conditions for professional services

7. Appendix 2 - Confidentiality Terms: Detailed confidentiality and data handling procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions



























Clauses






























Relevant Industries

Financial Services

Professional Services

Manufacturing

Technology

Real Estate

Healthcare

Energy

Mining

Retail

Telecommunications

Transportation

Agriculture

Education

Construction

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Risk Management

Compliance

Operations

Strategy

Project Management

Investment

Due Diligence

Advisory Services

Relevant Roles

Managing Partner

Chief Financial Officer

Chief Executive Officer

Director of Finance

Corporate Development Manager

Investment Director

Due Diligence Manager

Transaction Advisory Partner

Legal Counsel

Risk Manager

Compliance Officer

Project Manager

Financial Controller

Head of Mergers & Acquisitions

Business Development Director

Operations Director

Industries









Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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