STEP 3: Conduct Management Interviews

c. Agenda: 1. Review POA, 2. Why DD?, 3. What Good DD Look Like?, 4. How DD Works – for Both Sides, 5. Q&A, 6. Next Steps – Completing the DD Request List. d. What to bring: i. The TOOL - Due Diligence Request List. ii. Slides – use the investment process training (e.g., RENEW’s PE Investment Seminar) slide deck as source material. 2. RM has a prep call with the Promoter/CEO to explain the POA and ask them to introduce [INV./FUND MANAGER NAME] and encourage the team to be very responsive and supportive of [INV./FUND MANAGER NAME] during DD. 3. RM invites the SGS COO and local lawyer to the meeting. 4. Promoter/CEO opens the meeting and turns it over to the RM to run the meeting: a. Promoter/CEO welcomes the team and invites the RM to run the meeting. Note to Reader: It is important for the CEO to show they are aligned with investment firm / fund during DD. b. Walk through the request list and the overall DD process and timeline. Introduce members of the [INV./FUND MANAGER NAME] team who will be involved in the diligence and set clear roles, responsibilities and expectations for the company’s management team. The timeline and process should be based on the internal Due Diligence Checklist prepared in Step 1. c. Select a DD POC at the pipeline company. 5. RM send the pipeline company DD POC a soft copy of the DD Request List and grants them access to the shared company’s shared drive folders (i.e., grant them access via company’s shared drive).

Standards:

● RM must first get buy-in from the promoter/CEO before beginning DD. Do this by holding a pre-kick-off call with the promoter/CEO to ask them to introduce [INV./FUND MANAGER NAME] and to encourage their team to be cooperative and transparent with [INV./FUND MANAGER NAME] and their requests. ● Make sure that all company management/executives involved in the DD process are present at the kick-off meeting. ● RM must appoint one person on the company’s management team to be the due diligence lead from the pipeline company’s side. They should be dedicated to gathering information for [INV./FUND MANAGER NAME] or for requesting the appropriate company team member to gather the files.

Step 1.b: Gather Documents Outcomes:

● To collect all the required documentation and information outlined in the Due Diligence Request List needed to evaluate the risks of the company. ● That all due diligence requests (completed Due Diligence Request List) have been satisfied by the company within one week.

Process:

1. After sending the Due Diligence Request List to the pipeline company DD POC, RM holds a follow up call to ensure they understand all of the documents. Instruct them to mark each item requested, whether they “have”, “don’t have”, or if it is “N/A”. a. Given the size and nature of the investment, many companies will not have documents that are responsive to all of the items in the request list and certain requests may not be applicable for certain types of companies and businesses. b. Make sure that the company also completes the gender equality, environmental, health and safety questionnaire attached as Exhibit A to the Due Diligence Request List. 2. Once the company has responded to each item and completed the questionnaire, RM instructs them to execute and return a copy of the request list to [INV./FUND MANAGER NAME]: a. Entrepreneurs must sign and return the Due Diligence Request List which includes the foreign corrupt practices act (FCPA) certification at the start of due diligence. 3. RM instructs the pipeline company DD POC to begin collecting documentation for everything they marked as “have” and uploading it to the corresponding subfolder in the company’s shared drive folder. a. If there is anything the company only has in hard copy form, RM requests that they scan it and upload a PDF copy (or offer to collect the hard copy documents and do this for them). 4. RM reviews the shared folders daily to monitor progress and ensure that files are being uploaded for every item the company indicated it has. 5. Once all the Due Diligence Request List files are uploaded to the company’s shared drive, RM emails the pipeline company DD POC and Promoter/CEO thanking them for their support and informing them they have uploaded all required documents, along with the next steps.

Standards:

● The Due Diligence Request List should be filled in and executed within two business days of the kickoff meeting. All documents should be uploaded within one week of executing the DD Request List.