Company Due Diligence

Prior to entering into an agreement to purchase shares in an existing limited company in Cambodia, it is recommended that the purchaser obtain the following documents for review:

  1. Memorandum of Association (in English and in Khmer) (“M&A”);
  2. Certificate of Incorporation;
  3. Approval letter from the Ministry of Commerce confirming the registration;
  4. Company Bylaws (if any);
  5. Any contracts or understandings that limit the power of the Company to enter any agreements such as loan agreements;
  6. the most recent Annual Declaration to the General Tax Department; and
  7. current VAT and Patent Tax certificates,

Due to the difficulty with performing a litigation search in Cambodia, the target company may provide a Certification Letter certifying the absence of pending or undisclosed lawsuits.