# Compare Borrower Disclosures Against Due Diligence Findings > Cross-references borrower disclosure schedules against due diligence findings and produces a severity-organized discrepancy memorandum with issue-specific recommended next steps for each gap. - Skill: `finchipaiorg/compare-borrower-disclosures-against-due-diligence-findings` (Agent Skill) - Install (CLI): `npx skillmds@latest add finchipaiorg/compare-borrower-disclosures-against-due-diligence-findings` - Raw SKILL.md: https://api.skillmd.com/api/skills/finchipaiorg/compare-borrower-disclosures-against-due-diligence-findings/raw - Safety review: pending - Works with: Claude Code, Claude.ai, OpenAI Codex - Category: Coding & Dev Tools - Author: FinchipAIOrg (https://skillmd.com/u/finchipaiorg) - Updated: 2026-09-22 - Page: https://skillmd.com/skills/finchipaiorg/compare-borrower-disclosures-against-due-diligence-findings --- # Skill: Borrower Disclosure vs. Due Diligence Discrepancy Memorandum ## 1. Subject-matter triage - Treat the source set as a comparison exercise across multiple document types: borrower disclosure schedules, diligence report, officer’s certificate, and environmental assessment. - Before drafting, enumerate the disclosure schedules, diligence findings, and any distinct contracts, assets, permits, liens, or environmental items actually in scope so each discrepancy is tied to a specific source item. - Separate true discrepancies from: - omissions, - affirmative misstatements, - mischaracterizations, - stale certifications, - incomplete diligence, - and cross-document inconsistencies. - If only one item is implicated on a topic, say so explicitly; do not imply a broader population that is not in the sources. - Where the transaction structure appears to interact with consent or transfer restrictions, treat that as a separate issue even if the discrepancy is otherwise about disclosure completeness. - For environmental matters, distinguish operational issues from regulatory exposure and closing-condition risk. ## 2. Failure modes the skill is correcting - Treating every mismatch as a generic omission instead of classifying whether the borrower affirmatively said something that diligence contradicts. - Missing encumbrances because only one diligence stream was checked, or failing to reconcile multiple search outputs against the disclosure schedules. - Overlooking whether financing structure, change of control, assignment, or similar mechanics could trigger consent, termination, acceleration, or other rights in key contracts. - Identifying a gap without stating why it matters to the transaction, including the legal, operational, or closing consequence. - Failing to distinguish pre-closing fixes from items that can be documented or cured after closing. - Forgetting to pair each issue with a concrete follow-up step and a responsible actor. - Drafting a list of observations instead of a severity-ranked memorandum. - Using conclusory labels without tying them to the controlling document language or recognized legal framework. ## 3. Legal frameworks / domain conventions that apply - Compare disclosures against the full diligence record, not just one report; reconcile across schedules, certificates, searches, and assessments. - For liens and encumbrances, verify priority and perfection across available search sources and confirm whether any undisclosed security interest, judgment lien, tax lien, or similar claim affects closing mechanics. - For material contracts, check whether any consent, termination, anti-assignment, change-of-control, or similar provision is implicated by the contemplated financing structure. - For debt or creditor rights, assess whether demand, acceleration, or similar features affect repayment priority, liquidity, or closing risk. - For licenses, permits, certifications, and approvals, evaluate expiration, renewal timing, and whether any condition must be satisfied before closing. - For environmental findings, identify whether the issue is disclosure-only, remediation-related, permit-related, or a closing-condition problem. - When a legal proposition is stated, anchor it to the controlling authority or governing document language reflected in the source set; do not state a legal conclusion without naming the rule, clause, statute, regulation, or similar authority that supports it. - Treat every material discrepancy as requiring a procedural response: corrected disclosure, consent request, covenant, closing condition, indemnity, bringdown certificate, or similar protection. ## 4. Analytical scaffolds 1. Build a source map first: - disclosure schedule by topic, - diligence finding by topic, - officer’s certificate statement, - environmental assessment point, - and any cross-referenced document language that interacts with the issue. 2. For each discrepancy, identify the error type: - omission, - affirmative misstatement, - mischaracterization, - stale certification, - or other material inconsistency. 3. For each issue, close the analysis with: - the scale or magnitude drawn from the source documents, - the document or clause that intersects with it, - and the transaction consequence for the client. 4. For every contract- or relationship-based issue, ask whether the contemplated financing, transfer, or control arrangement could trigger consent, default, termination, or similar rights. 5. For every lien, encumbrance, or creditor-rights issue, compare all available diligence sources and assess whether the disclosure is incomplete, inconsistent, or insufficiently prioritized. 6. For each environmental issue, identify whether it is a factual discrepancy, an unresolved compliance matter, or a closing-risk item requiring remediation or further diligence. 7. Assign each issue an ordinal severity level and use that same scale consistently throughout the memorandum. 8. End each issue with a concrete next step that matches the risk level and the transaction stage. ## 5. Vertical / structural / temporal relationships - Organize the memorandum from highest severity to lowest severity. - Define the severity scale once at the outset and use only those labels throughout. - Split issues into pre-closing matters and items that may be addressed post-closing, but keep both under the same severity framework. - If an issue depends on timing, state the relevant deadline, closing milestone, expiration date, or bringdown point from the source documents. - Where one disclosure item affects multiple diligence findings, make the hierarchy explicit so the reader can see the primary issue and any dependent issue beneath it. - Where multiple findings point to the same disclosure gap, consolidate them into one entry only if the downstream consequence is the same; otherwise separate them by consequence. ## 6. Output structure conventions - Produce a formal discrepancy memorandum in conventional memo form, not a raw issue log. - Use a short heading that identifies the transaction and the purpose of the memorandum. - Begin with a legend defining the severity scale. - Include an executive summary that distinguishes critical pre-closing issues from lower-severity matters. - Present the body in severity order, with each entry containing: - the disclosure source section or schedule item, - the corroborating diligence source, - the error type, - the severity label, - the consequence, - and the recommended next step. - Include a compact comparison table that maps discrepancy to severity and action, then follow with narrative analysis for each item. - For each issue, make the recommended action imperative, assign it to a responsible role if identifiable from the source set, and tie it to a transaction milestone or deadline. - If a source item is not implicated, do not manufacture an issue; state that no discrepancy was identified for that topic when useful. - Conclude with a brief Recommended Actions section that prioritizes immediate follow-up, cure steps, and any items requiring closing conditions or post-closing monitoring. - Name the output file as `discrepancy-memorandum.docx`.