Due Diligence under Georgian Law
Due diligence on an issuer of public securities does not begin on a blank page: the Securities Market Law creates an entire layer of public information — periodic reporting, step disclosure of ownership, the control of interested transactions and the system of dematerialized accounts — and this layer is precisely the material the examination consumes. For private targets no disclosure statute exists: diligence rests on registry extracts and contractual information covenants — the page distinguishes which regime attaches to which target. Note also that the appraisal-suit vocabulary of foreign court practice has no exact Georgian equivalent — the Georgian answer is the public information layer plus contractual guarantees.
Periodic Reporting as the Substrate of Diligence
An issuer must prepare, submit to the National Bank and publish an annual report; an issuer of public debt or public equity securities also a semi-annual one. The annual report contains auditor-confirmed financial statements, a management report and a declaration of responsible persons; submission and publication occur no later than 15 May, and the semi-annual report — as of 30 June and no later than 30 August. These duties create the core diligence material: the completeness of reporting, confirmed figures and disclosure deadlines are the examination's footing. Where the financial year differs, the annual report is submitted no later than 4 months after its end and the semi-annual within 2 months of the period's end; the reports must remain publicly available for at least 10 years, giving the examination historical depth.
The rule of accessibility of the reports also serves diligence: the issuer must make the reports publicly available for at least 10 years, while the half-year report is drawn up for the first 6 months of the business year — as of 30 June. This means that the acquirer’s examination covers not merely the last period but a whole decade: trends, omitted periods and corrections are visible in the documents.