The 35-PointDue Diligence Framework.
Know exactly what you are buying, before you buy it. Every acquisition we review runs through the same 35 sections, grouped across six areas, so the hidden risks surface while you can still price them, restructure the deal, or walk away.
- Fixed fee
- Agreed in writing before we start, never on a running clock.
- Led from the top
- Led personally by our Managing Director, not delegated down.
- Days, not months
- Deal timelines don't wait, and neither do our reports.
- Plain English
- Findings you can act on, not hedge-everything boilerplate.
Buying a business is not a routine accounting job
Diligence is how you avoid the six things that cost buyers most: overpaying for earnings that were never repeatable, inheriting a tax or PAYE exposure the seller never mentioned, funding a working capital gap nobody priced, taking on contracts or customer concentration that unwind after completion, missing debt-like items that reduce what the equity is really worth, and discovering all of it the month after you sign.
A healthy looking profit can hide a customer about to leave. A worrying balance sheet can hide a business one decision away from thriving. Due diligence is how you tell the difference, before your money is committed rather than after.
Why deal experience matters more than qualifications
Textbooks and accountancy qualifications do not prepare someone for the commercial reality of a transaction. Working capital adjustments, completion accounts, warranties, earnouts and timing decisions can all significantly affect the final value of a deal. We have bought and sold businesses ourselves, so we know where value leaks, where risk hides, and which questions a seller hopes you won't ask.
The questions that decide a deal
Our reports follow a 35 section framework refined across real acquisitions, and every section ends in a finding rather than a disclaimer. Every engagement is tailored to the target, but the analysis consistently turns on the same areas.
Quality of Earnings
Whether reported profit is real, repeatable and likely to survive a change of ownership, or flattered by one-off or low quality revenue.
Revenue Verification
Where the money actually comes from, how concentrated it is, and whether the customer base is as durable as the headline suggests.
Working Capital
The cash tied up in the day to day running of the business, and the normalised level a buyer should expect to fund at completion.
Debt & Debt-like Items
The obligations that reduce what the equity is really worth, including the ones that never appear on the face of the accounts.
Risk Assessment
The things no seller volunteers, from lease commitments to founder dependent goodwill to unexplained balances that warrant scrutiny.
Findings & Recommendations
A clear view on each issue and what to do about it, including deal structure, earnouts and warranties where they protect you.
The 35-Point Due Diligence Framework, in six groups
Thirty-five sections, grouped across the six areas that decide whether a deal is worth doing at the price on the table. Every section is worked, evidenced and signed off before the report leaves us.
Group 1
Trading & earnings
- Quality of earnings
- Revenue by customer and contract
- Gross margin analysis
- Overhead base and one-offs
- Normalised EBITDA bridge
- Forecast credibility
Group 2
Balance sheet
- Working capital profile
- Debt and debt-like items
- Fixed assets and capex
- Stock and WIP
- Debtor ageing and recoverability
- Off balance sheet commitments
Group 3
Cash & funding
- Cash conversion
- Seasonality and peak funding
- Facilities, covenants and security
- Related party funding
- Post-completion cash need
Group 4
People & operating risk
- Owner dependency
- Key staff and contracts
- Payroll and pension compliance
- Systems and record quality
- Customer concentration risk
Group 5
Compliance & tax
- Corporation tax position
- VAT history and exposures
- PAYE and employment status
- Filing history and penalties
- Historic HMRC correspondence
Group 6
Deal readiness
- Findings that change price
- Findings that change structure
- Warranty and indemnity pointers
- Completion accounts mechanics
- First hundred days priorities
One square per section. No gaps, no "not reviewed" - and the riskiest areas are worked first, so anything serious reaches you while you can still act on it.
Where to next
The process, start to finish
Scope & fixed fee
We agree exactly what the review covers and what it costs, in writing, before any work starts. No running clock.
Information gathering
We work from the accounts, management information, Companies House records and a structured questionnaire to the seller.
The deep work
Line by line analysis across the full framework, testing the numbers and chasing down anything that doesn't reconcile.
Findings you can act on
A clear written report ending in conclusions, not caveats, plus a conversation to talk through what it means for your offer.
The discipline behind the report
We stay in our lane: financial due diligence is our job, and wording the share purchase agreement is the solicitor's. We keep our distance from the seller, working through you and your solicitors with every document arriving through a secure data room and every question answered in writing. And we look at the riskiest things first, so if something serious is sitting in the numbers you hear about it in the first few weeks, while you can still walk away.
Thinking about an acquisition? Talk to us before you make the offer.
The free intro call is a quick chat about how we can help and what it would cost. When you want to actually work through your deal, the paid consultation is the place we do that.