Non Reliance Letter Due Diligence Report for Hong Kong

Non Reliance Letter Due Diligence Report Template for Hong Kong

A Non-Reliance Letter for Due Diligence Reports is a formal document used in Hong Kong's business and financial transactions to establish clear boundaries regarding the use and reliance on due diligence findings. This document, governed by Hong Kong law, serves to limit the liability of the due diligence provider and explicitly defines who may rely on the report's contents. It includes specific provisions addressing confidentiality, scope limitations, and usage restrictions, while adhering to Hong Kong's legal framework, particularly the Securities and Futures Ordinance and relevant professional standards.

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What is a Non Reliance Letter Due Diligence Report?

A Non Reliance Letter Due Diligence Report is commonly used in Hong Kong's business environment when professional firms provide due diligence services in connection with corporate transactions, investments, or financing arrangements. This document is essential when a party conducts due diligence investigations and needs to limit potential liability and clarify the scope of permitted reliance on their findings. The letter typically accompanies detailed due diligence reports and is particularly important in transactions where multiple parties might have access to the due diligence findings. Under Hong Kong law, these letters help establish clear boundaries for information use and liability, protecting the due diligence provider while ensuring professional standards are maintained. They are particularly relevant in M&A transactions, investments, and financial deals where detailed company investigations are required.

What sections should be included in a Non Reliance Letter Due Diligence Report?

1. Letterhead and Date: Professional letterhead of the firm providing the due diligence report, including full contact details and date

2. Addressee Details: Full details of the recipient(s), including name, title, and organization

3. Subject Line: Clear identification of the due diligence report being referenced

4. Report Identification: Specific details of the due diligence report including date, reference numbers, and subject matter

5. Purpose Statement: Clear statement of the purpose of the due diligence report and its intended use

6. Scope of Work: Detailed description of what was covered in the due diligence review and any limitations

7. Non-Reliance Statement: Core disclaimer language regarding third-party reliance restrictions

8. Liability Limitations: Clear statements limiting the scope of liability and circumstances under which the report can be used

9. Confidentiality Requirements: Statements regarding the confidential nature of the report and restrictions on its distribution

10. Governing Law: Specification that Hong Kong law governs the letter and any disputes arising from it

11. Signature Block: Formal signature section with name, title, and firm details of the issuer

What sections are optional to include in a Non Reliance Letter Due Diligence Report?

1. Information Sources: Section detailing the sources of information relied upon - include when multiple external sources were used in the due diligence process

2. Specific Exclusions: Detailed list of areas specifically excluded from the review - include when there are significant carve-outs from the scope

3. Third Party Rights: Specific provisions regarding rights of third parties - include when the report might be shared with specific authorized third parties

4. Professional Standards Reference: Reference to specific professional standards followed - include when required by professional bodies or industry standards

5. Update Provisions: Provisions regarding updates or amendments to the report - include when future updates are contemplated

6. Fee Acknowledgment: Reference to fee arrangements - include when required by firm policy or client agreement

What schedules should be included in a Non Reliance Letter Due Diligence Report?

1. Appendix A - Report Reference Details: Detailed identification of the due diligence report including all reference numbers, dates, and versions

2. Appendix B - Authorized Recipients: List of specifically authorized recipients of the report, if any

3. Appendix C - Scope Definition: Detailed description of the scope of work performed and specific limitations

4. Appendix D - Information Sources: Comprehensive list of information sources relied upon in preparing the report

Authors

Alex Denne

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

Jurisdiction

Hong Kong

Publisher

Genie AI

Document Type

Employment Letter

Cost

Free to use
Relevant legal definitions
Relevant Industries

Financial Services

Professional Services

Banking

Private Equity

Venture Capital

Investment Banking

Real Estate

Manufacturing

Technology

Healthcare

Energy

Infrastructure

Telecommunications

Retail

Education

Relevant Teams

Legal

Finance

Corporate Development

Mergers & Acquisitions

Risk Management

Compliance

Investment

Due Diligence

Transaction Advisory

Corporate Finance

Private Equity

Treasury

Strategy

Relevant Roles

Due Diligence Manager

Transaction Advisory Partner

Corporate Lawyer

Investment Banker

Chief Financial Officer

Financial Controller

M&A Director

Private Equity Partner

Risk Manager

Compliance Officer

Investment Director

Corporate Development Manager

General Counsel

Managing Director

Transaction Services 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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