This template Closing Memorandum is typically prepared by the company's counsel for a closing of an IPO or other securities offering. The memorandum sets forth in detail the actions taken or to be taken and documents to be delivered at closing. This template includes practical guidance, drafting notes, alternate clauses, and optional clauses. Each type of securities offering will require a closing memorandum, but they will vary according to the documents required to be delivered and other obligations particular to each offering type. In an IPO context, the documents to be delivered include relevant board resolutions, officers certificates, certificates of selling stockholders (if any), legal opinions of counsel for issuer's counsel and underwriters' counsel, a bring-down comfort letter from the auditors, a blue sky memorandum, transfer agent instructions, wire instructions, and cross-receipts. Preparing the closing memorandum is only part of a carefully planned and highly coordinated ...