Compliance Requirements. Support Delivered
The due diligence of a company is usually completed before the purchase of a company or making an investment in a company by the buyer or investor. It is the onus of the seller of the company or shares to curate the documents and information required to perform due diligence of the company and submit it to the buyer. A due diligence process helps the buyer to make an informed decision and mitigate their risks related to a business purchase or investment transaction. Both the parties enter into an NDA before starting a business due diligence because of the sensitive financial, operational, legal, and regulatory information involved. Our platform is an excellent way to conduct your due diligence as well as NDA formalities so that the process of purchase of the company or its shares take place smoothly.
Documents required to fulfil a Company’s Due Diligence (Private and Public)
- Memorandum of Association
- Articles of Association
- Certificate of Incorporation
- Shareholding Pattern
- Financial Statements
- Income Tax Returns
- Bank Statements
- Tax Registration Certificates
- Tax Payment Receipts
- Statutory Registers
- Property Documents
- Intellectual Property Registration or Application Documents
- Utility Bills
- Employee Records
- Operational Records
Review of the MCA Documentation
Most of the due diligence protocols of a company commences with the Ministry of Corporate Affairs. On the website of the MCA, the master data of a company is publicly available with the payment of a small fee. The data on the website is verified first, which include
Review of the Articles of Association
- Different classes of equity shares and their voting rights.
- Restrictions on the transfer of shares of a company, if any.
- The procedure for transfer of shares.
Review of the Statutory Registers of a Company
Under the Companies Act, 2013, a company is required to maintain various statutory registers regarding:
Under the Companies Act, 2013, a company is required to maintain various statutory registers regarding:
- Share Allotment
- Share Transfer
- Board Meetings
- The Board Of Directors
Review of Book of Accounts and Financial Statements
- Verification of bank statements
- Verification and valuation of all assets and liabilities
- Verification of cash flow information
- Verification of all financial statements against transactional information
Review of Taxation Aspects
- Income tax returns filed
- Income tax paid
- Calculation of income tax liability by the company
- ESI or PF Returns Filed
- ESI or PF Payments
- ESI or PF Payment Calculation
- GST Returns Filed
- GST Payments
- Basis for Service GST Payment Calculation
- TDS Return
- TDS Payment
- TDS Calculation
Review of Legal Aspects
- Legal due diligence for all real estate properties of the company.
- No objection from Secured Creditor for transfer of the company.
- Verification of court documents and court filings, if any.
Review of Operational Aspects
- The Business Model
- The Number of Customers
- The Number of Employees
- Production-Related Information
- Vendor Information
- Machinery Details
- Utilities and others
