Diligence rarely kills deals outright. It delays them, and delay costs money. In one recent matter (fictive), the delay nearly cost the seller its buyer.
The company had issued options over six years without consistently documenting board approval of the grants. Buyer's counsel found the gap in week two and asked a reasonable question: who actually owns this company?
What saved the timeline was a single set of minutes from four years earlier, ratifying every outstanding grant in a schedule attached as an exhibit. One careful director had insisted on it.
Governance hygiene is cheap when nothing is happening and impossible to retrofit when something is. Approve grants at meetings, attach schedules, and keep the minute book current.