Financial Due Diligence for Acquirers, Investors and Sellers
Non-audit financial due diligence: quality of earnings, normalised EBITDA, working capital, net debt and India-aware risk identification ahead of a transaction.
Non-audit financial diligence for investors, acquirers, and sellers in cross-border transactions – particularly India and Southeast Asia.
Overview
Financial due diligence is the most consequential, and most under-invested-in, phase of a transaction. NirjiX’s Financial Due Diligence practice provides non-audit, buy-side and sell-side diligence for transactions ranging from Seed-stage acquisitions to mid-market PE deals. Engagements are led by Chartered Accountants (ICAI, India) with direct working knowledge of Indian and cross-border financial reporting, tax frameworks, and accounting irregularities specific to the region. Deliverables include quality of earnings analysis, working capital normalisation, net debt schedules, EBITDA bridges, revenue recognition review, tax exposure review, and a deal-team-ready red flags memo.
How We Deliver Results
Scoping
Diligence scope agreement, data room access, and target company coordination – aligned to the deal team's decision needs.
Fieldwork
Data analysis, management interviews, supporting document review, and exception flagging across QoE, working capital, net debt and tax exposures.
Draft Report
Draft diligence report with red flags memo, reviewed with deal team and refined against management responses.
Final Report & Negotiation Support
Final report, support to deal team during purchase price negotiation, and advisory on representations and warranties.
Why NirjiX
- ICAI-led diligence with direct India-specific risk identification
- Non-audit by design – built for transaction decision-support, not statutory assurance
- Coverage across QoE, working capital, net debt, EBITDA bridges, revenue recognition and tax exposures
Who This Is For
- PE and VC investors conducting buy-side diligence
- Strategic acquirers in cross-border M&A
- Sellers preparing for sell-side processes (vendor diligence)
- Family offices evaluating direct investment opportunities
- Founders preparing companies for institutional fundraising (pre-investor diligence readiness)
- Lenders evaluating credit risk on growth-stage borrowers
Why Cross-Border Financial Due Diligence Requires Specialised Expertise
Diligence on a Bangalore-headquartered SaaS company being acquired by a Singapore strategic looks superficially similar to any other deal. The reality is materially different: India-specific revenue recognition norms, GST applicability questions, related-party transaction frameworks under the Indian Companies Act, transfer pricing exposures from cross-border IP and service flows, and employee benefit liability frameworks (Indian gratuity, leave encashment) that do not exist in Singapore accounting.
NirjiX's financial due diligence engagements are led by Chartered Accountants qualified through the Institute of Chartered Accountants of India (ICAI) – meaning the same diligence team that reviews the financials also identifies India-specific risks that generalist regional firms routinely miss.
Our diligence work is non-audit by design. Statutory audit in Singapore requires Public Accountant registration with ACRA, which we do not hold. Our work is consulting-grade financial diligence delivered for transaction decision-support, not statutory assurance.
Financial diligence often pairs with our india corridor advisory for structuring the post-close entity, fractional CFO services for post-close integration, and business transformation consulting for value creation planning.
Frequently asked questions
Is this a statutory audit?+
No. Financial due diligence is a non-audit consulting engagement that supports transaction decision-making – quality of earnings, normalised EBITDA, working capital, net debt, and India-aware risk identification. Statutory audits in Singapore require Public Accountant registration with ACRA, which we do not hold. Our diligence is non-audit by design.
# Link to this answerHow does this differ from the Big 4 transaction services teams?+
The methodology overlaps significantly – our partners have worked on Big 4 transaction services teams.
# Link to this answerDo you handle vendor (sell-side) diligence?+
Yes. Vendor diligence is one of our most valuable services for founders preparing for institutional fundraising or sale, where the goal is to surface and remediate issues before buyers find them.
# Link to this answerCan you support negotiation post-diligence?+
Yes. Diligence is most valuable when it informs purchase price adjustment, working capital target negotiation, and representations and warranties scoping. Our engagement typically continues through SPA negotiation.
# Link to this answerWhat sectors and deal sizes do you cover?+
SaaS, fintech, healthcare, consumer brands, manufacturing, and tech-enabled services. We selectively take smaller deals where the diligence question is interesting.
# Link to this answerRelated capabilities
Talk to NirjiX about your priorities
Tell us about the decision in front of you. A senior member of the team will respond to scope a first conversation.
Discuss an Acquisition or IntegrationNirjiX is part of Nirji Ventures.