Abstract: Due diligence is an important and basic procedure for M&A (merger and acquisition). The author describes the necessity and importance of due diligence inoversea’s mining M&A. Combined with his own due diligence experience of overseas mining projects, the author analyzes and summarizes the key issues in overseas mining M&A due diligence, wishes that corporations and individuals who are interested inoversea’s mining M&A may benefit from these and eventually to achieve better social and economic benefits.