Legal & Financial Due Diligence

How It Works

1. 1

   Scope definition and data room setup

   Define the scope of the diligence exercise based on the transaction type and the instructing party's specific concerns, and request the target to populate a structured data room with the required documents across all diligence streams.

2. 2

   Legal diligence review

   Examine corporate constitution, cap table, shareholder agreements, material contracts, intellectual property ownership, employment and ESOP documents, regulatory compliance, and litigation exposure, producing annotated findings for each category.

3. 3

   Financial diligence review

   Analyse audited financial statements, management accounts, working capital trends, related-party transactions, debtors aging, and off-balance-sheet commitments; verify quality of earnings and identify adjustments to reported figures.

4. 4

   Tax diligence review

   Review income-tax returns and assessments, TDS compliance, GST return filings and notices, advance pricing agreements or transfer pricing documentation where applicable, and compute contingent tax liability exposure.

5. 5

   Regulatory and sector-specific review

   Verify compliance with sector-specific regulations applicable to the target's business, including RBI or SEBI permissions for any foreign investment or securities issuance, and any licences or approvals required for the business to operate.

6. 6

   Due diligence report and transaction structuring advice

   Compile findings into a risk-matrix report categorised by severity, recommend deal conditions, indemnities, price adjustments, and escrow arrangements based on identified risks, and support negotiation of transaction documents.