This template of management due diligence questions may be used by counsel to conduct interviews with the issuer's management. The interviews are intended to allow the offering participants to gain a detailed understanding of the issuer's business, executive officers, financial results, the trends affecting the issuer's business, and the risks that may affect the business and results of operations. This template includes practical guidance, and drafting notes. This template is meant to be a starting point for questions, and counsel should amend the questions to fit the specifics of the issuer and the transaction. For more information on conducting due diligence interviews, see Due Diligence for Securities Offerings Resource Kit and Due Diligence Interviews. For due diligence questions geared towards specific industries, see Management Due Diligence Questions (Consumer Products Company) and Management Due Diligence Questions (Energy Producer).