Due diligence — from contracts to compliance

Due diligence is an indispensable part of professional M&A transactions, capital investments, as well as acquisitions of businesses or organized parts of assets. Due diligence can not only identify potential legal, tax and financial risks, but also optimize the structure of the transaction, safeguard the interests of the parties and streamline the entire decision-making process.

In our practice, we combine the experience of lawyers, tax and financial advisors to provide clients with a complete picture of a company’s situation – not only in terms of regulatory compliance, but also operational efficiency and stability. Due diligence is also a way to build trust between the parties to a transaction and reduce the risk of liability on the part of the buyer. We offer analysis not only for compliance with applicable regulations, but also for strategic, reputational, ESG and compliance risks.

Our work enables the client to identify hidden risks, including those arising from unregistered contracts, erroneous accounting records, outdated licenses or oversights in data protection. A sound pre-transaction analysis is the basis for negotiating a price, securing business and properly planning post-purchase integration.

They trusted us

  • NETGURU

  • NETGURU

  • KOMPUTERRONIK GROUP

  • HBH GROUP

  • KOMPUTERRONIK GROUP

  • FIBAR GROUP

  • LOREM IPSUM

  • TEST TEST

Due diligence — range of services

Due diligence audit - analysis of documentation and risks

  • Review of corporate documents, commercial contracts, intellectual property rights
  • Assessment of compliance of the company’s operations with applicable laws (commercial law, labor law, sector regulations)
  • Identification of potential claims, liabilities, legal and administrative proceedings
  • Verification of the completeness of records, permits, licenses and other elements of the legal infrastructure
  • Analysis of agreements with key contractors and risks arising from their provisions
  • Verification of the company’s compliance with ESG, environmental and social responsibility regulations
  • Study of the degree of integration of the company’s IT, organizational and technological systems with the planned post-transaction structure

Tax and financial due diligence

  • Audit of the correctness of tax settlements (CIT, VAT, PIT, TP, excise, local taxes)
  • Assessing risks arising from potential tax arrears or incorrect returns
  • Verification of the tax consequences of contracts and business activities concluded
  • Analysis of TP’s transfer policy and documentation
  • Review of financial data, analysis of liquidity, profitability and capital structure
  • Assessment of asset situation, structure of liabilities and relations with financial institutions
  • Verification of accounting policies and compliance with International Financial Reporting Standards (IFRS)

Operational due diligence and compliance

  • Checking the internal organization of the company – management structure and division of powers
  • Evaluation of internal procedures and control systems (e.g., AML, RODO, whistleblowing)
  • Verification of HR procedures, bylaws, compensation policies and compliance rules
  • Examination of compliance with EU directives (work-life balance, equality, ESG)
  • Analysis of risks related to data transfer, cyber security and intellectual property protection
  • Identification of risks to business continuity and dependence on key suppliers/customers
  • Verify compliance of procedures with sector directives and expectations of institutional investors
  • Verification of whistleblower obligations and whistleblowing systems

Preparation of due diligence report

  • Develop an easy-to-understand, clear report by area (law, tax, finance, risks)
  • Identification of red flags and areas requiring renegotiation or suspensive conditions
  • Recommendations for corrective actions and safeguarding the interests of the investor
  • Preparation of materials for banks, investment funds and transaction partners
  • Alignment of reports with international standards (e.g. VDD – vendor due diligence, LDD – legal due diligence, FDD – financial due diligence).
  • Ability to prepare a so-called data room (physical or electronic) and manage it at each stage of the transaction

Coordination of the process and cooperation with the customer

  • Research scheduling and ongoing progress reporting
  • Managing multidisciplinary teams – lawyers, financial advisors, accountants
  • Constant communication with the client, preparation of briefs and stage summaries
  • Tailor the scope of analysis to the needs of the deal (asset deal, share deal, MBO/MBI, joint venture)
  • Integration of the due diligence process with the other phases of the transaction: LOI, SPA, NDA, closing
  • Strategic advice on negotiating transaction terms based on the results of analysis
  • Support in the implementation of post-transaction activities, including restructuring, operational integration, harmonization of management structures

Post-audit activities and implementation support

  • Assistance with the implementation of recommendations resulting from the due diligence report
  • Design of corporate structures in line with post-inspection recommendations
  • Legal and operational support for post-transaction integration of teams, systems and processes
  • Development of an implementation schedule for changes and supervision of its implementation
  • Post-implementation audit and evaluation of the effectiveness of implemented solutions
  • Training for management and operational teams on risks identified during due diligence
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Our clients' industries

Individual entrepreneurs/customers Transport/logistics IT Automotive E-commerce Media supply Units of the public finance sector Private colleges Foreign companies

Why should you entrust us with due diligence?

  • Transactional experience – we have conducted dozens of due diligence projects for companies in many sectors: technology, construction, industry, services, trade.
  • Interdisciplinary team – we combine legal, tax and financial expertise so that the client receives a single, consistent report.
  • Flexibility and speed – we match the scope of the analysis to the scale of the project, the schedule and the investor’s expectations.
  • Understanding the investor’s needs – we know that due diligence is a decision-making tool, not just an audit – that’s why our reports are specific, focused on practical conclusions and recommendations.
  • Transparency and security – we work in a secured environment, ensuring full confidentiality of processed data and documents.
  • Post-transaction support – we also offer assistance in implementing recommendations resulting from due diligence, including corporate transformations, restructurings and operational reorganizations.
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