Technology Due Diligence Checklist

The essential checklist for evaluating technology assets in mergers and acquisitions.

Founder and Chief Product Officer, Diligenze

Why Use a Technology Due Diligence Checklist?

A structured checklist ensures consistent coverage across every critical domain. Without one, technology assessments risk missing hidden liabilities or over-indexing on surface-level metrics.

The best checklists are living documents that adapt to the target's industry, stage, and technology profile.

Software Architecture and Code Quality

Evaluate the target's software systems for maintainability, scalability, and alignment with industry best practices.

  • Monolith vs. microservices architecture
  • Code review and testing practices
  • Technical debt inventory
  • Dependency management and update cadence
  • API design and documentation

Infrastructure and Cloud Operations

Assess the reliability, cost-efficiency, and scalability of the target's infrastructure.

  • Cloud provider contracts and spend
  • Disaster recovery and business continuity plans
  • Monitoring, alerting, and incident response
  • Container orchestration and deployment pipelines
  • Infrastructure-as-code maturity

Cybersecurity and Data Privacy

Identify vulnerabilities and compliance gaps that could create post-close risk.

  • Penetration testing history and findings
  • Data encryption at rest and in transit
  • Access control and identity management
  • Compliance with GDPR, SOC 2, ISO 27001
  • Incident response plan and breach history

Engineering Team and Processes

Understand the people and practices that sustain the technology.

  • Team structure, seniority, and retention
  • Development methodology (Agile, Scrum, Kanban)
  • Onboarding and knowledge management
  • Key-person dependencies
  • Hiring pipeline and employer brand

Intellectual Property and Licensing

Confirm ownership and freedom to operate.

  • Patent and trademark portfolio
  • Open-source license compliance
  • Third-party software agreements
  • Contractor IP assignment clauses
  • Export control considerations

Frequently Asked Questions

How detailed should a technology due diligence checklist be?
The checklist should cover all major domains — architecture, security, infrastructure, team, and IP — with enough specificity to guide interviews and document requests, while remaining flexible enough to adapt to the target's profile.
Can a checklist replace expert judgment?
No. A checklist ensures coverage but cannot replace the contextual expertise needed to interpret findings, assess materiality, and translate technical risks into deal-level implications.
Should the checklist change based on the deal type?
Yes. A growth equity investment may focus more on scalability and product roadmap, while a full acquisition will emphasise integration readiness, team retention, and IP ownership.

Streamline Your Technology Assessment

Diligenze automates the heavy lifting of technology due diligence so your team can focus on what matters — the deal.

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Related Insights

What does a SOC 2 report actually tell a buyer?

A SOC 2 tells you whether controls for a defined system were suitably designed and, for a Type II, operated effectively over a period. That is useful assurance for a specific purpose. Technology due diligence asks a broader set of questions.

What technology problems actually reprice a deal?

Most technology problems found in diligence go on a post-close to-do list. A small number change the price or the structure of the deal. Here's which ones, and why they behave differently.

What Is Technology Due Diligence?

Technology due diligence evaluates a target company's software, architecture, security, and engineering practices during M&A transactions.

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