Mergers & Acquisitions - Integrity Due Diligence

It is important to gain an accurate picture of the business you are looking to acquire or merge with. By gaining independent information, you will have a clearer understanding the company's background, its track record and overall reputation.

Mergers & Acquisitions - Integrity Due Diligence

The implementation of the UK Bribery Act and similar legislation worldwide means the past acts of an acquired company can become the future problems of the acquirer.

Carrying out due diligence to identify and address these risks prior to the completion of a transaction is increasingly important. Risks can be identified and mitigated effectively through both pre-completion negotiation and post-completion remediation. This process helps reduce the risk of last minute deal breakers or future litigation

Case examples of our work

Assignment 1: East African target acquisition

On behalf of a UK listed company, looking to acquire an East African company operating in the Fast Moving Consumer Goods (FMCG) sector, we undertook a review of the policies and procedures of the target acquisition, and conducted a financial due diligence alongside a legal due diligence team. Our review involved a forensic review of the books and records, interviews with key management, and background checks  on the target acquisition. The review determined that the target had good policies and procedures, which were operating effectively.  Our work resulted in the acquisition proceeding and provided comfort under the requirements of the UK Bribery Act.

Assignment 2: Vietnamese target acquisition

On behalf of a US and UK listed company, looking to acquire a Vietnamese company operating in the FMCG sector, we undertook a review of the policies and procedures of the target acquisition. Interviewing key management, and reviewing the books and records for accounting irregularities. We found that the target company had no policies or procedures in place for the prevention or detection of bribes. The acquisition target agreed to the implementation of key controls, which assisted with the acquisition.

Assignment 3: Third Party Due Diligence

We undertook a detailed financial due diligence and tested the third party’s adherence to ethics and compliance policies. This was on behalf of a US listed company, looking to  partner with a South American supplier. The review revealed weaknesses in the accounting practices, and a number of ethical non-compliance issues. We oversaw the implementation of a remediation exercise, bringing the third party up to best practice, and in-line with the expectations of the US listed company.

Advice on mergers and acquisitions

Opus works in an advisory capacity to prevent or mitigate any financial, or integrity issues in mergers and acquisitions. If you would like to speak to Opus about our forensic accounting merger and acquisition support services, please contact our Partner, Nicholas Parton.

Alternatively, if you would like to speak to our Corporate Finance team about buying or selling a business, please contact our Corporate Finance Partner, Barry Parsons.

Technical forensic accounting advice and assistance

“I am very pleased to recommend  Nicholas Parton, head of forensic accounting at Opus to anyone who is looking for an excellent forensic accountant. I am a practicing litigation solicitor for over 30 years. I have instructed Nicholas for a number of years. His expertise has produced what I required every time. Nicholas provides me with  technical advice and assistance in a timely and cost effective way. He places great emphasis on wanting to understand the client, their needs and expectations, as well as mine as instructing solicitor. His approachable manner makes him my “go to “ forensic accountant.”

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