The Due Diligence Audit Report is a crucial document in the Indian business and legal landscape, typically prepared during significant corporate transactions such as mergers, acquisitions, investments, or major regulatory compliance reviews. It provides a comprehensive evaluation of a company's legal, financial, operational, and compliance status, adhering to Indian regulatory frameworks including the Companies Act 2013, SEBI regulations, and other relevant laws. The report is essential for identifying potential risks, liabilities, and areas of non-compliance, while also validating the company's representations and warranties. It serves multiple stakeholders including investors, board members, and regulatory authorities, offering detailed insights that inform strategic decision-making and risk management strategies.
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1. Executive Summary: High-level overview of key findings, major risks identified, and critical recommendations
2. Introduction and Scope: Purpose of the due diligence, scope of review, methodology used, and limitations of the audit
3. Company Overview: Basic information about the target company, including history, business model, and organizational structure
4. Corporate Governance Review: Analysis of corporate structure, shareholding patterns, board composition, and compliance with Companies Act
5. Financial Review: Assessment of financial statements, accounting practices, tax compliance, and financial position
6. Legal and Regulatory Compliance: Review of statutory compliance, pending litigation, regulatory approvals, and permits
7. Commercial Contracts Review: Analysis of key business agreements, customer/supplier contracts, and other commercial arrangements
8. Human Resources and Labor: Assessment of employment practices, labor law compliance, and HR policies
9. Assets and Operations: Review of physical assets, intellectual property, operational efficiency, and infrastructure
10. Risk Assessment: Detailed analysis of identified risks across all reviewed areas
11. Recommendations: Specific action items and recommendations to address identified issues and risks
1. Environmental Compliance: Required for manufacturing companies or businesses with environmental impact
2. Technology and IP Assessment: Detailed section for technology companies or businesses with significant IP assets
3. Market Analysis: Include when the audit scope covers market position and competition assessment
4. Regulatory Compliance - Industry Specific: Required for regulated industries like financial services, healthcare, or telecommunications
5. International Operations Review: Include for companies with significant cross-border operations
6. Data Protection and Privacy: Required for companies handling significant personal data or subject to privacy regulations
1. Schedule A - Document List: Comprehensive list of all documents reviewed during the due diligence process
2. Schedule B - Corporate Records: Copies of key corporate documents, certificates, and filings
3. Schedule C - Financial Statements: Detailed financial statements and supporting analyses
4. Schedule D - Legal Proceedings: Details of ongoing litigation, disputes, and regulatory proceedings
5. Schedule E - Material Contracts: List and summaries of key contracts and agreements
6. Schedule F - Compliance Certificates: Copies of regulatory approvals, permits, and compliance certificates
7. Appendix 1 - Interview Notes: Summary of key management interviews and discussions
8. Appendix 2 - Risk Matrix: Detailed risk assessment matrix with probability and impact analysis
9. Appendix 3 - Compliance Checklist: Detailed compliance verification checklist with findings
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Due Diligence Audit Report
A detailed assessment report under Indian law examining a company's operations, compliance, and risks for business transactions or regulatory purposes.
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