Lawyers dedicated to third-party due diligence and international compliance

Counterparty knowledge procedures are worth no more than their fit with actual risk and the demonstration that they are applied. Our lawyers act on their design as well as their review: the identification of AML obligations applicable according to status and footprint, the construction of KYC, KYP and KYE procedures, the definition of the criteria triggering enhanced vigilance, and the review of existing frameworks against regulatory expectations.

Not every transaction calls for the same depth of verification, and excessive diligence costs as much as insufficient diligence exposes. Our lawyers set the appropriate level and justify it: the standard verification expected of any international business relationship — legal existence, directors, public litigation, sanctions and politically exposed person screening, the structural review applied to significant investments — beneficial owners, ownership chains, entities established in low-transparency jurisdictions, financial position, the enhanced vigilance called for by high-value transactions or higher-risk environments, and the written justification of the level adopted against the applicable obligations.

Third-party assessment ranks among the expressly mandated pillars of anti-corruption programmes, and shortcomings in this respect are regularly identified in enforcement reviews. Our lawyers secure this component: the risk map applied to clients, first-tier suppliers and intermediaries, the definition of assessment procedures and their scope, the analysis of extraterritorial exposure under the FCPA and the UK Bribery Act, and preparation for reviews by the French Anti-Corruption Agency.

Assessing a counterparty against sanctions regimes extends beyond list screening: it requires tracing ownership and control chains through to the beneficial owners. Our lawyers secure this analysis: the examination of exposure to European, United States (OFAC), United Kingdom and United Nations regimes, the study of ownership structures and circumvention risk, the review of flows passing through intermediaries or third jurisdictions, and the drafting of sanctions compliance clauses.

The firm handles the whole of the legal dimension of vigilance; field verification, for its part, falls within the remit of licensed providers. Our lawyers control that recourse: the definition of what should be entrusted to a third party and what should not, the identification and instruction of the provider suited to the jurisdiction concerned, the drafting of the mandate and the framing of the methods employed, and the handling of data protection, confidentiality and professional secrecy.

A verification report is worth no more than the legal consequences drawn from it before signing. Our lawyers convert findings into effective protection: the drafting of representations and warranties matched to the risks identified, the structuring of conditions precedent and price adjustment mechanisms, the insertion of compliance, audit and termination clauses, and the choice between withdrawal, renegotiation and securing the transaction.

The quality of a vigilance process is not presumed: it must be demonstrated, often years after the event. Our lawyers build and secure that record: the structuring of the vigilance file and its audit trail, the preparation of the material expected by an investment committee, a lender or an acquirer, assistance during reviews and requests from the competent authorities, and the defence of the adequacy of the diligence performed.

• Cross-border acquisitions and disposals
• Private equity and venture capital
• International joint ventures and strategic partnerships
• Distribution, agency and intermediary agreements
• Supply chain verification
• Real estate acquisitions
• High-value commercial contracts
• Expansion into emerging markets
• Regulated sectors: healthcare, energy, defence, technology, infrastructure