Overview
Revaluation of assets create valuable opportunities for investing, and there has never been a greater need to know what you are going into, what the true state of a business is, where the risks are and what will be needed for success. The due diligence process is the “one shot” most investors get at ascertaining the nitty grittys of a business. The findings of a due diligence exercise are critical on ascertaining what needs to be done in order for the investment to be made and whether the valuation they have initially attributed to the business required any adjustments.
Mastering Due Diligence is an essential training course for anyone involved in the due diligence process, covering a variety of the toughest issues and traps in commercial, accounting, tax, legal, ESG, and forensic due diligence. This workshop will ensure you have the skills and knowledge to effectively research, evaluate and understand an existing or proposed business, not only from a financial viewpoint, but from a commercial and organizational perspective.
Key Benefits
- Learn how to identify a successful merger, acquisition or investment opportunity
- Strengthen your negotiating position with a thorough understanding of due diligence
- Learn due diligence techniques to ascertain commercial, financial, tax & legal position of target company
- Improve the tax efficiency of the transaction by understanding impact on Future tax liabilities
- Get a better understanding on relevance and significance of ESG Due Diligence in the context of deals today
- Leverage forensic technology/discovery to gather evidences of breaches and damages
- Prepare on how to deal with a due diligence exercise and on how to address the findings of a due diligence exercise
Who Should Attend
This Workshop has been designed for all those involved in acquisitions or strategic alliances, whether in strategic planning, appraisal, negotiation or valuation including:
- MDs, CEOs, CXOs, Senior Management Executives
- CFOs, Senior Finance Executives
- Directors of Strategic Planning
- Senior Executives of M&A Team
- Legal Heads, In-house Counsels
- Private Investors (PEs, VCs)
- Investment Bankers
- Valuation Professionals
- Senior Officials of Banks, FIs, FIIs
- Partners, Senior Officials of Law Firms
- Business Consultants, Analysts
- Professional Advisers
Agenda
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8:55 AM – 9:00 AM
Welcome Address
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9:00 AM – 10:00 AM
The Approach to Due Diligence
Topics covered:
- The objectives of due diligence
- What you need to know
- What needs to be examined
- Who will be using the due diligence?
- Defining the scope of your responsibilities
- How to organise due diligence processes
Trainer: Abhijit Sen, Partner, Deloitte India
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10:00 AM – 11:30 AM
Commercial & Financial Due Diligence - Key to understanding value in an acquisition
Topics covered:
- Purpose & elements of Commercial/ Financial Due Diligence
- Hypotheses-driven approach (align with investor expectations)
- Target scorecard (Customer, Processes, Leadership, Financials)
- What can be the perspective? Sounding board or Devil’s Advocate?
- Is It normally historically focused only?
Trainers: Raja Lahiri, Partner, Growth & TMT Sector Leader, Grant Thornton Bharat & Viswanath P, Partner, Grant Thornton Bharat
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11:30 AM – 1:00 PM
Tax Due Diligence
Topics covered:
- Importance of tax diligence
- Approach to tax diligence
- Crystallization and quantification of issues
- Indemnities
- Impact on Future tax liabilities
Trainer: Jayant Shah, Director, Price Waterhouse & Co LLP
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1:00 PM – Onwards
End of Day 1
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9:00 AM – 10:30 AM
Forensic Due Diligence
Topics covered:
- Using forensic analysis on deals and disputes?
- Fortifying claims using forensic investigation
- Disputes? How to have an edge!
- Unravelling the landmines in a dispute matter
- Preparing for dispute battles
By Prasad Shetty, Managing Director, Forensic & Litigation Consulting, FTI Consulting
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10:30 AM – 11:10 AM
ESG & Sustainable Investment Diligence
Topics covered:
- What is ESG and what is ESG diligence
- Relevance and significance of ESG DD in the context of deals today
- What are the various types of ESDD and approach towards the same
- Typical output of ESDD and its integration into the entire deal structure
By Debanjan Bandyopadhyay, Partner, ERM: Environmental Resources Management
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11:10 AM – 12:30 PM
Legal Due Diligence - a Necessary Evil?
Topics covered:
- Why is it necessary & important – legal and commercial perspective
- Timing of due diligence exercise
- Types of due diligence exercises
- Process & Various steps involved – from investor perspective and from target perspective
- Key focus areas under various heads, including:
- General Corporate and Secretarial
- Material Contracts
- Corporate Finance – Share capital and debt financing
- Immoveable property
- Labour and HR
- Disputes
- Regulatory- Dealing with due diligence findings
- What can targets do to best manage the process
- Key limitations of a due diligence exercise
- Practical Insights with case studies
By Karan Kalra, Founder, Bombay Law Chambers
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12:30 PM – Onwards
End of Training
Experts
Debanjan Bandyopadhyay
Partner, ERM: Environmental Resources Management
Debanjan Bandyopadhyay
Partner, ERM: Environmental Resources Management
Jayant Shah
Director, Price Waterhouse & Co LLP
Jayant Shah
Director, Price Waterhouse & Co LLP
Karan Kalra
Founder, Bombay Law Chambers
Karan Kalra
Founder, Bombay Law Chambers
Karan is the founder of Bombay Law Chambers and has over 15 years of experience in the legal industry, having worked in house as well as with one of Indian most prestigious law firm Nishith Desai Associates, where along with being a leader of the M&A and PE practices, he also led the banking and financial services vertical.
His practice focuses largely on domestic and cross border venture capital and private equity transactions, M&As, JVs and structured finance along with providing regulatory and general corporate advice. Karan works across sectors and has domain expertise in financial services, technology, e-commerce, healthcare, renewables and core manufacturing. Further, Karan also has the experience working with one of the largest private banks in India, working across various verticals.
Karan completed his B.SL. LL.B. from Symbiosis Law School, Pune and has also pursued a masters from Northwestern University – Pritzer School of Law and Kellogg School of Management. He is eligible to practice law both in India and New York, USA.
Karan has regularly been recognised by various legal directories such as IFLR 1000, Legal 500 and the Financial Times - RSG Consulting Survey.
Raja Lahiri
Partner, Growth & TMT Sector Leader, Grant Thornton Bharat
Raja Lahiri
Partner, Growth & TMT Sector Leader, Grant Thornton Bharat
Raja leads the Private Equity Advisory Initiative for the Firm and covers sectors like Technology, Media and Financial Services Sector within Corporate Finance. Raja focuses on various aspects of deal making starting from deal origination and ideation, preliminary deal analysis, due diligence (financial and commercial), valuation, deal negotiation and advise on deal agreements. He also advises clients on post deal integration matters and ideation of exits for Private Equity Funds. Raja has advised and led more than 240+ deals over the past decade of transaction advisory experience and has worked with corporates (India and multinational) as well as leading Private Equity Funds.
Raja spent close to 20 years in one of the large accounting and advisory firms and had co-founded the transaction advisory practice.
Viswanath P
Partner, Grant Thornton Bharat
Viswanath P
Partner, Grant Thornton Bharat
Abhijit Sen
Partner, Deloitte India
Abhijit Sen
Partner, Deloitte India
Abhijit leads the TMT sector for Deloitte India -Financial Advisory practice and has 20 years of professional experience. He specially focusses on the technology sector and has been extensively working with investors and companies in both services and products segments. He has worked on large M&As and also fund raise mandates for fast growing digital and SAAS companies. Abhijit has worked with a variety of clients including multi-nationals and large private equity houses. At a personal level Abhijit is a big foodie and avid traveler. He loves discovering new places and local cuisines. He loves planning for holidays and cooking gastronomic delights with his family.
Prasad Shetty
Managing Director, Forensic & Litigation Consulting, FTI Consulting
Prasad Shetty
Managing Director, Forensic & Litigation Consulting, FTI Consulting
Prasad Shetty is a Managing Director in the Global Risk & Investigations practice at FTI Consulting and is based in Mumbai, India. His areas of expertise include forensic accounting, bribery and corruption reviews, employee misconduct investigations, internal audit and management reviews. Prasad has multi-geographic work experience including India, Africa, Middle East, Bangladesh and Sri Lanka.
Prasad has over 15 years of forensics and risk consulting experience. Prior to joining FTI Consulting, Prasad was an Associate Partner with Ernst & Young for over six years and was the lead on multiple forensics investigations in the Indian sub-continent and Africa. Before Ernst & Young, Prasad worked with KPMG in India for over six years in risk consulting and revenue assurance. Before joining the “Big Four”, Prasad worked with Hutchison Essar Limited (now Vodafone) and AF Ferguson & Co. (now a member of Deloitte).
Prasad has been a speaker at several events and seminars on corporate governance, compliance, bribery and corruption, commercial disputes and arbitrations. He has also conducted various trainings for multinational corporations on managing fraud risks, employee code of conduct violations and improving corporate governance.
Prasad is a Chartered Accountant from the Institute of Chartered Accountants of India and he has a Bachelor’s degree in Commerce from Mumbai University, India. He has also cleared the Certified Information Systems Auditor (CISA) examination.
Do you have any queries?
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