Business Acquisition Due Diligence Services in India
If you are buying a business then you must avail of"Buyer Side Due Diligence services" to investigate the affairs of the business and the entity. It covers statutory, legal & financial checkup to eliminate the risk of unwarranted frauds & liabilities due to past transactions.
In case of failure you may face:
- Civil/Criminal prosecutions
- Imposition of penalties & damages
- Title/ownership right disputes
- Losses due to faulty strategic business plan
- Acquisition on high valuation
B2C Eventures Private Limited has handled numerous assignments in last seven years for pertaining Due Diligence Solutions in India and during this transition, It has gained extensive expertise on various aspects of Due Diligence. Our Acquisition consultant can assist you to carry on a successful acquisition and financial pay-off transaction by eliminating hidden drawbacks & traps.
We provide different types of Due Diligence Services
1. Merger & Acquisition Due Diligence:
The most crucial step in M & A deal is Due Diligence. This process allows a potential investor to dig into the company's internal affairs in order to finalize the transaction or investment. We on behalf of the buyer review the target company’s assets and liabilities and other related compliances. By conducting due diligence activity, we ensure to the buyer that the merger or acquisition is priced correctly and help the buyer to run the business smoothly after the transaction is executed. We typically ensure the buyer about the nature and extent of the target company’s contingent liabilities, disputable contracts, litigation risks and intellectual property issues and much more. Every M&A deal is unique and the nature of due diligence varies depending upon the industry in which the target business falls.
2. Financial Due Diligence:
We conduct a thorough review of the company’s financials which would inter-alia include audited financial statements for the last eight years, schedule of creditors, inventory, debtors, short and long term debt, fixed assets, etc. By reviewing all the financial-related aspects we assure the client that there are no “black holes”. The financial due diligence process is a detailed and systematic analysis of data of the target company in order to obtain an overall picture of the company in connection with the corporate deal. In other words, our focus is on the evaluation and assessment of risks and opportunities while looking at the assets, liabilities, financial position, and results of the target company. We also give our clients comfort zone and we advise our clients on the viability of proposed transactions on the basis of Actual Earnings, Financial Projections, Cash flow generations, working capital, contingent and other liabilities that might have an adverse impact on financial growth in the future i.e. after the transaction is over.
3. Business Due Diligence:
Our Due Diligence Experts analyze the risks associated with the merger or takeover of any business. We aim to provide comprehensive business due diligence of the target business which not only include evaluation of future growth of business on the basis past audited financials but also to evaluate the viability of future business plan keeping in mind the market conditions of the target business.
4. Environment Due Diligence:
Our Experts carefully look at the target business compliances with respect to environmental laws. We assess the potential environmental risks that may come up in the future. Virtually, all business transactions involve some level of Environmental risk. Our approach is to identify potential environmental liabilities that may come up for investors in the future. Environmental Due diligence can greatly reduce the risk both of environmental accidents as well as regulatory and civil liability that may arise in the future. Basic Environmental Due Diligence include:-
- Whether all licenses, permits, approvals have been sought and are in place and complied with?
- Whether established standards and best practices particular to the industry in which the target business operates have been complied?
- Whether Regular environmental compliance reports tailored to the specific industry been prepared?
- Whether an action was taken by the target business to prevent environmental violations or enforcement?
- Whether any environmental litigation or investigation is pending against the target company?
Therefore, if Environment due diligence is done properly it provides a defense to regulatory charges or at least mitigates the number of fines imposed.
5. Corporate Due Diligence:
These days investors instead of starting a new business try to acquire/ merge / takeover a running business. This benefits the business acquirer with immediate positioning in the market and also saves the gestation period. So, to make informed decisions they need to gather information about the target company. For giving detailed information to the buyer we conduct corporate due diligence to collect information about the target company.
In this type of Due Diligence, we ensure that the buyer is well informed about the business that he is planning to acquire. Thorough due diligence is an essential safeguard in the transaction process. This process includes assessment of all the applicable corporate laws and secretarial records along with related Government e-Filings. It also includes detailed analysis of past transactions, cash flow statements, Assets and liabilities, financial systems and controls, contractual commitments as well as taxation position of the business.
6. Intellectual Property Right Due Diligence:
Almost every company has intellectual property assets. Due Diligence of Intellectual Property Rights includes a review of the status of these intangible assets at the time of transfer of the company to investors. It includes an assessment of how intellectual property is registered and protected by the target business
Thus, The due diligence process covers these IPRs: Patents, Copyrights, Trademarks, Domain Names, Trade secrets, Licenses and Licensing agreements, IP Litigations and claims etc. For a prospective purchaser, failing to get the IPRs reviewed could result in significant wastage of transaction costs.
7. Legal Due Diligence:
Legal Due Diligence is undertaken to study the legal aspects of business which would inter alia include legal documentation such as material contracts, agreements etc entered by the company and/or by promoters/KMPs on its behalf and to assess any potential liability associated with that.
It basically includes checking of following elements:
- All material contracts, including any joint venture or partnership agreements; limited liability company or operating agreements;
- Copies of all loan agreements, bank financing agreements, and lines of credit to which company is a party;
- Pending Litigations against the company or its offices before any adjudicating authority like Registrar of Companies, Ministry of Corporate Affairs, Regional Director, National Company Law Tribunal, High Court or any other Court and any other government department;
- Title Deeds of Shares owned by Promoters;
- Title Deeds of Property, Land or any other Fixed Asset owned by Company;
- Ongoing Lease agreements.