Financial Due Diligence for Confident Business Decisions
Independent, evidence-based financial due diligence for business acquisitions, disposals, investments, restructurings and group reorganisations.
We analyse financial performance, tax exposure, cash flow, working capital, operational risks and future projections so that you can understand the true commercial position before committing to a transaction.
Look Beyond the Headline Numbers
A set of financial statements may not reveal the full economic reality of a business. Due diligence examines the reliability, quality and sustainability of the financial information supporting a transaction.
Understand the Risks, Opportunities and True Financial Position
Financial due diligence is an essential part of buying, selling, investing in or restructuring a business. It validates the financial information being presented and identifies matters that may influence valuation, deal structure, funding requirements or negotiations.
Odiri Tax Consultants & Accountants provides a rigorous and commercially focused review of the target business. We assess historical performance, future projections, taxation, liquidity, operational controls and other financial obligations.
- Validate reported profitability and financial performance
- Identify hidden liabilities and compliance weaknesses
- Assess cash generation and working-capital requirements
- Challenge forecasts and management assumptions
- Strengthen your negotiating position
- Reduce the risk of post-completion surprises
Comprehensive Financial, Tax and Commercial Due Diligence
The scope of each engagement is tailored to the transaction, the size and complexity of the business, the information available and the concerns of the buyer, investor or seller.
Historical Financial Performance
We analyse revenue, profitability, gross margins, operating costs, exceptional items, seasonality and year-on-year trends to assess the quality and sustainability of reported earnings.
Forecasts and Financial Projections
We review management forecasts, challenge key assumptions, compare projections with historical performance and assess whether future expectations are realistic and supportable.
Cash Flow and Liquidity
We assess the business’s ability to generate cash, service liabilities and maintain sufficient liquidity, including the effect of debt, repayment obligations and capital expenditure.
Working-Capital Assessment
We examine debtors, creditors, stock, payment cycles and seasonal funding requirements to identify the normal level of working capital required after completion.
Tax Due Diligence
Our review can cover Corporation Tax, VAT, PAYE, NIC, employment taxes, group arrangements, Making Tax Digital compliance and potential historic liabilities.
Employee and Pension Obligations
We consider payroll liabilities, pensions, employee benefits, bonuses, holiday pay, share arrangements and other obligations that may create future cost or risk.
Internal Controls and Processes
We assess the reliability of financial controls, accounting policies, management reporting, approval processes and the procedures used to produce financial information.
Accounting Systems and Data
We review accounting systems, data quality, reporting limitations and the ability of the existing finance function to support the business after completion.
SPA, Warranties and Indemnities
Our findings can support negotiations around the Share Purchase Agreement, including completion accounts, warranties, indemnities, price adjustments and protections against identified liabilities.
Due Diligence for Buyers, Sellers, Investors and Business Owners
We support clients throughout the transaction lifecycle, whether they are evaluating an acquisition, preparing a business for sale or undertaking a corporate reorganisation.
Business Acquisitions
Independent analysis to help buyers understand the financial position, risks and underlying value of a target business.
Business Sales
Vendor due diligence and pre-sale reviews to identify issues early and prepare credible information for prospective buyers.
Private Investors
Financial and commercial analysis for investors evaluating a proposed investment or funding round.
Management Buyouts
Support for management teams assessing affordability, funding requirements and the financial sustainability of a buyout.
Mergers
Review of financial compatibility, liabilities, performance trends and integration considerations.
Group Reorganisations
Financial and tax analysis for group restructuring, share exchanges, holding-company structures and other internal transactions.
Carve-Outs and Demergers
Assessment of the financial position, assets, liabilities and standalone requirements of a separated business or division.
Lenders and Advisers
Independent financial analysis to support lending, funding, professional advice or transaction negotiations.
Due Diligence That Supports the Deal, Not Just the Report
Our work is designed to give you practical insight that can be used during negotiation, valuation, funding and transaction documentation.
We explain our findings clearly, distinguish between material risks and less significant matters, and identify the areas that may require further investigation, contractual protection or adjustment to the proposed terms.
Depending on the engagement, our findings may be presented through a detailed written report, an executive summary, supporting schedules and a discussion with you and your other professional advisers.
Contact Our Financial Due Diligence TeamPrepare Your Business for a Stronger Sale Process
Identifying financial, tax and reporting issues before approaching buyers can reduce disruption, strengthen credibility and help prevent avoidable delays during the transaction.
Present Clear, Reliable and Buyer-Ready Financial Information
Vendor due diligence allows business owners to prepare proactively for buyer scrutiny. We assess the financial information likely to be examined during the sale process and identify matters that could weaken buyer confidence or affect valuation.
Addressing issues before the business enters the market can make the sale process more efficient and provide management with greater control over the presentation of financial performance.
- Identify financial and tax issues before buyers do
- Improve the quality of management information
- Prepare robust supporting schedules
- Explain unusual or non-recurring transactions
- Reduce delays during buyer due diligence
- Support valuation and negotiation strategy
A Structured and Commercially Focused Review
Every transaction is different. We agree the scope, priorities, reporting format and timetable with you before the engagement begins.
Initial Transaction Review
We discuss the proposed transaction, your objectives, the target business, known concerns and the decisions the review must support.
Scope and Information Request
We agree the scope of work and issue a tailored request for financial, tax, commercial and operational information.
Detailed Analysis
We analyse the information, investigate material movements, challenge assumptions and raise targeted questions with management.
Findings and Transaction Support
We present our findings, discuss the implications and support you and your advisers with negotiation and next steps.
Independent Financial Analysis With Commercial Perspective
Effective due diligence requires more than checking whether the numbers add up. It requires an understanding of how the business operates, how its profits are generated and where future liabilities may arise.
We combine accounting, tax and commercial analysis to provide a clear view of the matters that could influence value, negotiation or post-completion performance.
Request a Due Diligence QuotationFinancial Due Diligence Questions
What is financial due diligence?
Financial due diligence is a detailed and independent examination of a business’s financial performance, cash flow, assets, liabilities, tax position, forecasts and financial controls. It helps the parties to a transaction understand the underlying financial position and identify matters that may affect value, risk or deal structure.
Why is financial due diligence important?
Due diligence helps validate the financial information being presented, identify hidden liabilities, assess the sustainability of earnings and reduce the risk of unexpected financial or tax problems after completion.
What information is normally reviewed?
The information required depends on the scope of the transaction. It may include statutory accounts, management accounts, forecasts, tax returns, bank statements, aged debtor and creditor reports, payroll information, contracts, stock records and details of debt or other liabilities.
Can due diligence identify tax risks?
Yes. The tax review may cover Corporation Tax, VAT, PAYE, National Insurance, employment taxes, group arrangements, share schemes and historical compliance. The precise scope is agreed at the start of the engagement.
Do you provide vendor due diligence for sellers?
Yes. We help business owners identify financial and tax issues before a buyer begins its review. This can improve the quality of information presented, reduce delays and support a more controlled sale process.
Can you assist with warranties, indemnities and the SPA?
Our findings can identify matters that should be considered by your legal advisers when negotiating the Share Purchase Agreement, including warranties, indemnities, completion accounts, price adjustments and other contractual protections.
How long does a financial due diligence review take?
The timetable depends on the size and complexity of the business, the scope of the review, the quality of the records and how quickly information is provided. We agree the expected timetable before work begins.
Do you provide due diligence for small businesses and SMEs?
Yes. Our service can be tailored for small businesses, owner-managed companies, SMEs, start-ups and larger corporate transactions. The scope is proportionate to the value, complexity and risks of the proposed deal.
How do I obtain a quotation?
Contact us with an outline of the transaction, the type and size of the business, the proposed timetable and the areas you would like us to review. We will assess the requirements and provide a professional quotation before commencing work.
Move Forward With a Clear Understanding of the Risks and Opportunities
Whether you are buying, selling, investing or restructuring, Odiri Tax Consultants & Accountants can provide the independent financial and tax insight you need to make a properly informed decision.
