Commercial real estate due diligence is the investigation a buyer or lender completes before closing to confirm that a property is what it appears to be. It covers the financials, leases, physical condition, title, zoning, environmental issues and market, and it tests the assumptions behind the underwriting.
Due diligence turns claims into verified facts. The seller's rent roll is checked against leases and bank records, the building's condition is checked by inspectors, and the legal position is checked through title and survey work.
Findings feed directly back into the deal. A missing lease, an environmental issue or a larger capital need can change the price, the loan terms or the decision to proceed, which is why most purchase agreements set a due diligence period.
Lenders run their own due diligence even when the buyer has completed theirs, because the property is their collateral.
Financial due diligence verifies income, expenses and leases. Physical due diligence covers the building's condition, systems and environmental status through third-party reports. Legal due diligence covers title, zoning, surveys and the enforceability of leases and contracts. A complete review covers all three.
Smart Capital Center's AI agents read leases, rent rolls, operating statements and third-party reports, cross-check them against each other, and flag discrepancies for the deal team. Every finding links back to the page it came from.
It typically includes a review of leases and the rent roll, historical operating statements, a property condition assessment, a Phase I environmental site assessment, title and survey work, zoning review, tenant estoppel certificates, service contracts and insurance. Lenders add an appraisal and a review of the borrower.
The period is set in the purchase agreement and varies with deal size and complexity, often running from a few weeks to a few months. Buyers can usually walk away or renegotiate during this period if they find problems, subject to the terms of the agreement.
Common red flags include rents on the rent roll that do not match the leases or bank deposits, large leases expiring soon, deferred maintenance, environmental concerns, title issues and operating expenses that look too low for the property. Each one can change the price or the terms of a deal.