Chartered Accountants in India, working with clients across the UK

Due Diligence India
Audit & Assurance · Due diligence

Due diligence in India,before you sign.

Buying or investing in an Indian company from the UK? The numbers in the information memorandum are only the start. Our due diligence tests the quality of earnings, uncovers tax and regulatory exposures, checks the company's FEMA and FDI history and turns the findings into protections in the deal documents.

Financial, tax and FEMA togetherFees agreed in writingFindings tied to deal terms
TypesFinancial, tax, regulatory
ForUK buyers and investors
OutputRed flags and exposures
ThenProtections in the deal

What our due diligence covers.

Financial

Quality of earnings

Normalised EBITDA, revenue quality, customer concentration and one-off items.

Financial

Net debt and working capital

Debt-like items, working capital trends and a normal level for the price mechanism.

Tax

Direct and indirect tax

Income tax, TDS, GST, transfer pricing, pending notices and litigation.

Regulatory

FEMA and FDI history

Past share issues and transfers, pricing, FC-GPR and FC-TRS filings, sector caps.

Corporate

Companies Act compliance

Statutory registers, ROC filings, board approvals and related-party transactions.

People

Employment compliance

PF, ESI, gratuity and other employee obligations.

Red flags we often find in India.

TaxUnprovided tax demands

Old assessments, TDS defaults and GST mismatches that the accounts do not reflect.

FEMAUnreported foreign investment

Past share issues or transfers to non-residents not reported, or priced outside the rules.

EarningsRevenue that will not repeat

One-off contracts, related-party sales or aggressive revenue recognition.

Turning findings into deal protections.

  • Price adjustmentsDebt-like items and working capital adjustments reflected in the price.
  • Specific indemnitiesFor identified tax and regulatory exposures.
  • WarrantiesTargeted warranties based on what we found.
  • Escrow or holdbackPart of the price held back against known risks.
  • Conditions precedentFixes, such as FEMA compounding, required before completion.
  • Withholding on the priceTax to be withheld when buying shares from non-resident sellers.

How we work.

01
Scope

Agree the areas and materiality

Based on the deal size, structure and timetable.

02
Review

Data room and questions

Documents, accounts, returns and filings.

03
Meet

Management sessions

Focused discussions with the target's finance team.

04
Report

Red flag and full reports

Clear findings, quantified where possible, with recommendations.

05
Support

Through to completion

Input to the share purchase agreement and completion accounts.

See also Due Diligence — Investors, Merger & Acquisition and Transaction Support Services.

Why clients choose us for audits.

Chartered Accountants

Every audit is led and signed by Chartered Accountants in India.

Reports for UK readers

Findings written for UK boards, audit committees and group auditors.

Scope in writing

A written engagement letter with scope, timetable and fee.

Independent and careful

Independence checks and a second-partner review on every report.

Secure and online

Encrypted document sharing, with site visits where the work needs them.

Practical findings

Clear, prioritised recommendations your team can act on.

Due diligence for UK buyers and investors.

We carry out audits in India for UK groups, investors and lenders headquartered anywhere in the UK, reporting in a form their UK boards and auditors can use.

London

City of LondonCanary WharfHarrowWembleySouthallHounslowIlfordEast HamCroydonEdgware

South East

ReadingSloughMilton KeynesOxfordWatfordLutonCrawleyGuildford

Midlands

BirminghamLeicesterCoventryNottinghamWolverhamptonDerbyNorthampton

North of England

ManchesterLeedsBradfordSheffieldLiverpoolNewcastlePreston

East and South West

CambridgePeterboroughBristolSwindonSouthamptonBath

Scotland, Wales, NI

EdinburghGlasgowAberdeenDundeeCardiffSwanseaBelfast

Due diligence FAQs.

Usually financial due diligence (quality of earnings, net debt, working capital), tax due diligence, and regulatory checks on FEMA, FDI and Companies Act compliance.
Past foreign investment that was not reported or priced correctly can need compounding with the RBI and can block future transactions.
Typically a few weeks, depending on the size of the target and how quickly data is provided.
Yes. We turn findings into recommendations on price adjustments, indemnities, warranties and escrow, working with your lawyers.
Yes, for Indian companies preparing for a sale or investment. See Due Diligence — Exit.

Considering an Indian acquisition or investment?

Tell us about the target and timetable. We will propose a scope and fee.

This page is general guidance based on the Companies Act, 2013, Indian tax law and regulator guidelines as they stand. It is not legal or financial advice for your situation. Thresholds and requirements can change, so please speak to us before acting on it.