Due Diligence
Due diligence is a critical risk assessment exercise undertaken before investments, acquisitions, mergers, restructuring transactions and strategic business decisions. A properly executed due diligence process helps identify compliance gaps, legal exposures, governance weaknesses, regulatory risks and transaction-specific concerns before they become liabilities. Our due diligence services provide stakeholders, investors, acquirers and management teams with a clear understanding of corporate, legal and regulatory risk exposure.
Suitable for
Strategic investors
Regulatory coverage
Companies Act, 2013 / Foreign Exchange Management Act, 1999 / SEBI Regulations, where applicable / Industry-specific regulatory framework / Corporate governance requirements / Contractual and commercial compliance framework
Engagement type
Transaction advisory and execution support
Typical deliverables
Comprehensive due diligence report; Executive summary report
How this mandate is understood in practice.
Due diligence helps evaluate the legal, regulatory and governance health of an organisation before a significant transaction or investment.
A structured due diligence process identifies risks, validates representations and improves transaction decision-making.
The objective is not only to identify issues but also to recommend practical remediation measures and transaction safeguards.
Compliance discipline protects governance credibility.
Undiscovered compliance failures can significantly affect transaction value and post-closing integration.
Investors and acquirers rely on due diligence findings to assess risk, negotiate protections and validate investment assumptions.
Strong due diligence reduces uncertainty and enhances transaction confidence for all stakeholders.
Who needs this
Strategic investors
Private equity funds
Venture capital investors
Companies evaluating acquisitions
Promoters considering business restructuring
Businesses preparing for fundraising
Joint venture participants
Companies preparing for IPO or strategic investment
Initial work areas
Corporate due diligence
Secretarial due diligence
Regulatory due diligence
FEMA and foreign investment review
Contractual due diligence
Litigation review
Employment compliance review
Transaction readiness assessment
Risk identification and reporting
What this service typically covers.
Corporate Review
Incorporation and constitutional document review
Capital structure verification
Shareholding pattern analysis
Review of group entities and subsidiaries
Corporate records assessment
Secretarial Compliance Review
Companies Act compliance review
Board meeting compliance assessment
General meeting compliance assessment
Review of statutory registers
ROC filing verification
Regulatory and Licensing Review
Licenses and registrations review
Regulatory approval assessment
Industry-specific compliance review
Government approval verification
Regulatory exposure analysis
Contractual Review
Material contracts review
Customer agreement assessment
Vendor agreement assessment
Financing arrangement review
Commercial obligation analysis
Employment and HR Review
Key employment agreements review
Employment law compliance assessment
ESOP framework review
Employee benefit obligations review
Workforce risk assessment
Litigation and Dispute Review
Pending litigation review
Regulatory proceedings assessment
Show cause notice review
Contingent liability assessment
Dispute exposure analysis
FEMA and Foreign Investment Review
FDI compliance review
FEMA reporting assessment
FC-GPR compliance verification
FC-TRS compliance verification
Overseas investment review
Regulatory coverage
Companies Act, 2013
Foreign Exchange Management Act, 1999
SEBI Regulations, where applicable
Industry-specific regulatory framework
Corporate governance requirements
Contractual and commercial compliance framework
Regulatory Matrix
Coordinated touchpoints across governance frameworks.
MCA
SEBI
FEMA
CSR
NCLT
RBI
Laws, regulations, and governance touchpoints.
Companies Act, 2013
Corporate governance review
Secretarial compliance assessment
Statutory filing verification
Foreign Exchange Management Act, 1999
Foreign investment compliance review
Cross-border transaction assessment
Reporting compliance verification
SEBI Regulatory Framework
Listed entity compliance review where applicable
Governance and disclosure assessment
Risk areas that usually create pressure for boards, management teams, and compliance owners.
Incomplete statutory records
Historic ROC non-compliances
Regulatory approval gaps
Contractual deficiencies
Undisclosed litigation exposure
FEMA reporting failures
Governance weaknesses
Inadequate documentation practices
Deliverables
Comprehensive due diligence report
Executive summary report
Red flag report
Risk matrix
Compliance gap report
Transaction readiness assessment
Remediation roadmap
Management recommendations
A structured sequence from mandate framing to execution.
Step 1
Define transaction objectives and review scope.
Step 2
Collect and analyse corporate, legal and regulatory records.
Step 3
Identify compliance gaps, risks and transaction concerns.
Step 4
Prepare a structured due diligence report with risk categorisation.
Step 5
Provide remediation recommendations and transaction support inputs.
Connected mandates often reviewed alongside this service.
Corporate Governance Advisory
Board-level governance advisory covering governance framework design, board effectiveness, committee governance, director responsibilities, governance controls, SEBI and Companies Act governance requirements, risk oversight, ESG governance, and governance maturity enhancement.
FEMA Compliance Advisory
Comprehensive FEMA advisory covering cross-border investments, inbound and outbound transactions, RBI reporting, foreign ownership structures, FEMA due diligence, regulatory compliance management, and international transaction support under India's foreign exchange framework.
Corporate Restructuring
Strategic advisory and transaction execution support for mergers, demergers, amalgamations, schemes of arrangement, capital restructuring, business transfers and group reorganisation initiatives.
NCLT Representation
Strategic advisory, documentation support and representation coordination for corporate, shareholder, restructuring and company law matters before the National Company Law Tribunal (NCLT).
FAQs
What is due diligence?
Due diligence is a structured review of legal, corporate, financial and regulatory matters undertaken before an investment, acquisition or strategic transaction.
Why is due diligence important before an acquisition?
It helps identify risks, compliance gaps, liabilities and governance concerns that may affect transaction value or post-acquisition outcomes.
Does due diligence cover FEMA compliance?
Yes. Where foreign investment or cross-border transactions are involved, FEMA compliance and reporting obligations are typically reviewed.
What is a red flag report?
A red flag report highlights significant legal, regulatory or commercial risks that may require immediate attention before proceeding with a transaction.
Can due diligence identify historic compliance failures?
Yes. One of the primary objectives of due diligence is to identify historic and ongoing compliance issues that may impact stakeholders or transactions.
