Financial due diligence
Quality of earnings, normalised EBITDA, revenue and margin trends, one-off items, related-party transactions and the reliability of the accounts.
Due Diligence & Special Audit in Kochi, Kerala
T K Chandy & Associates provides due diligence in Kochi for buyers, investors, lenders and joint venture partners, covering financial, tax and legal-compliance risks before you commit money. We also carry out special audits, including fraud and forensic reviews, asset verification and audits ordered by courts, lenders or tax authorities, and report clearly on what we find.
- Led by a chartered accountant since 1994
- Member of SGA World International
- Kakkanad, Kochi
At a glance
Due diligence at a glance
- Who needs it: Buyers, investors, lenders and JV partners about to acquire, fund or partner with a business, and owners preparing a business for sale.
- What we review: Quality of earnings, net assets, debt and working capital, income tax, GST and TDS exposure, and compliance with company, labour and other laws.
- What you receive: A written due diligence report with red flags, quantified exposures and points to cover in the price, warranties and conditions of the deal.
- Special audits: Forensic and fraud reviews, asset verification, and audits ordered by courts, lenders or tax authorities, with findings backed by evidence.
A business always looks better in a sales pitch than in its ledgers. Due diligence is the independent investigation that tells you, before you sign, whether the profits are real, what the business really owes, and which tax or legal problems you would be taking on. It turns a negotiation based on trust into one based on evidence.
At T K Chandy & Associates, our chartered accountants in Kakkanad carry out financial, tax and compliance due diligence for acquisitions, investments, loans and joint ventures, and special audits where something has gone wrong or a court, lender or authority needs an independent examination. We work for the buyer or the seller, keep the scope focused on the risks that matter for your transaction, and report in plain language.
Due diligence services
Who Do We Carry Out Due Diligence For?
We act for parties on both sides of a transaction across Kochi and Kerala, and for Indian targets of overseas buyers working with our associate firms abroad. Each engagement is led by a chartered accountant who reviews and signs the report.
- Acquirers buying a company, business, brand or controlling stake
- Investors putting equity or convertible funding into an MSME or start-up
- Lenders and NBFCs assessing a borrower before a large loan
- Joint venture partners entering a new venture together
- Sellers and promoters wanting vendor due diligence before going to market
- Non-resident Keralites and overseas groups investing in Kerala businesses
What the engagement covers
What Does Our Due Diligence Include?
Net assets, debt and working capital
Existence and value of assets, hidden and contingent liabilities, debt-like items, and a normal level of working capital for pricing.
Tax due diligence
Income tax, GST and TDS compliance, pending assessments and notices, input tax credit risks and exposures that would pass to a buyer.
Legal and regulatory compliance
ROC filings, statutory registers, licences, PF, ESI and labour compliance, FEMA filings and material contracts, reviewed with your lawyers.
Red-flag report
A short report of deal-breakers and price-affecting issues, quantified where possible, for quick decisions before the full report.
Deal support
Input on price adjustments, indemnities, warranties, escrows and conditions precedent, and a check of completion accounts.
Types of review
Which Type of Due Diligence Do You Need?
The scope depends on the deal. Most transactions combine two or three of these:
Financial
- Main question
- Are the profits, assets and cash flows what the seller says?
- Typical users
- Buyers, investors, lenders
Tax
- Main question
- What tax exposures and pending disputes come with the business?
- Typical users
- Buyers of shares, investors
Legal and compliance
- Main question
- Is the business properly registered, licensed and compliant?
- Typical users
- Buyers, JV partners, with legal counsel
Vendor (sell-side)
- Main question
- What will a buyer find, and can it be fixed first?
- Typical users
- Promoters preparing for sale or fund-raising
Limited-scope lender review
- Main question
- Can the borrower service the loan and is the security sound?
- Typical users
- Banks, NBFCs, private lenders
Our process
How Does Due Diligence Work With Us?
Step01
Scope and engagement
We understand the deal, agree the areas, period and materiality, sign a confidentiality agreement and send a tailored information request list.
Step02
Data room review
We review the documents provided, analyse three years of accounts and returns, and prepare questions for management.
Step03
Management meetings and site visits
We meet the finance team and promoters, visit key locations in Kochi or elsewhere in Kerala and test the most important balances.
Step04
Red-flag findings
Critical issues are reported early so you can renegotiate, ask for more information or walk away before costs build up.
Step05
Final report and deal support
We issue the full report and help your lawyers translate the findings into price adjustments, warranties and conditions in the agreement.
Special audits
What Special Audits and Investigations Do We Carry Out?
A special audit is an examination outside the regular annual audit, focused on a particular concern or ordered by someone with authority to require it:
Forensic and fraud investigation
Tracing suspected misappropriation, fictitious vendors, cash leakages or manipulated records, with evidence suitable for legal action
Asset verification
Physical verification and tagging of fixed assets and stock, reconciled with the registers and books
Lender-mandated audit
Reviews required by banks or financial institutions on end-use of funds, diversion or stressed accounts
Court or tribunal-appointed audit
Examination of accounts in partnership, shareholder or family disputes, where we are appointed or engaged as an independent accountant
Special audit under GST
Audit under section 66 of the CGST Act, 2017, by a chartered accountant nominated by the Commissioner
Partner or shareholder exit review
Settling accounts and valuing interests when a partner retires or a shareholder exits
Information request
What Documents Are Needed for Due Diligence?
A typical information request covers the last three financial years. The sooner the data room is complete, the sooner the report is ready:
- Audited financial statements and audit reports
- Monthly management accounts and trial balances
- Income tax returns, assessments and notices
- GST returns, GSTR-2B reconciliations and notices
- TDS returns and default statements
- Loan agreements, sanction letters and security documents
- Fixed asset and stock registers
- Debtor and creditor ageing
- Major customer, supplier and lease contracts
- ROC filings, statutory registers and minutes
- PF, ESI and other labour registrations and returns
- Licences, approvals and pending litigation list
Special audit under GST
What Is a Special Audit Under Section 66 of the CGST Act?
During scrutiny, inquiry, investigation or other proceedings, an officer not below the rank of Assistant Commissioner, with the Commissioner's prior approval, can direct a registered person to have its records examined by a chartered accountant or cost accountant nominated by the Commissioner. This is done where, given the nature and complexity of the case and in the interest of revenue, the officer believes the value has not been correctly declared or the input tax credit availed is not within normal limits.
The nominated accountant must submit the report within 90 days, which can be extended by a further 90 days. The Commissioner fixes and pays the cost of the audit, and the taxpayer must be given an opportunity of being heard before any finding is used against it. If your business has received a special audit direction, we can help you prepare records and respond to the findings. See our GST services.
Worked example
Example: Buy-Side Due Diligence on a Kochi Food Processor
An investor planned to buy a 60% stake in a food processing company in the Kalamassery area that showed revenue of ₹14 crore and steady profits.
- Our financial review found that year-end sales to a related distributor had been booked without the goods leaving the factory, inflating profit for the latest year.
- The tax review found input tax credit claimed on invoices from two suppliers whose registrations had been cancelled, and an income tax assessment with a pending demand not shown in the accounts.
- The compliance review found PF contributions not paid for contract staff and an expired licence for one production line.
- We quantified each exposure and gave the investor's lawyers a list of specific indemnities and conditions precedent.
The investor lowered the price to reflect the adjusted earnings, required the licence to be renewed and the PF dues settled before completion, and put part of the price in escrow against the tax exposures.
Fees and timing
How Much Does Due Diligence Cost in Kochi?
There is no standard fee. It depends on the size and complexity of the target, the number of entities and locations, the areas in scope (financial only, or tax and compliance as well), the period covered, the quality and speed of the data room, and the deadline set by the deal. A focused financial review of a single MSME can often be completed in two to three weeks once data is available; group targets and forensic investigations take longer and are scoped in phases. We quote a fixed fee in writing after an initial discussion and a look at the summary financials.
Why T K Chandy & Associates
Why Choose Us for Due Diligence in Kochi?
CA-led since 1994
Findings are reviewed and signed by an experienced chartered accountant who understands audit, tax and company law together.
Local knowledge
Based in Kakkanad, with practical knowledge of how businesses in Kochi and across Kerala keep their books and run their operations.
Financial, tax and compliance in one team
One team looks at the accounts, income tax, GST, TDS and ROC position, so issues are not missed between advisers.
Focused on your decision
We scope the work around the risks that affect price and structure, not a standard checklist.
Cross-border support
Associate firms in the UAE and the UK through SGA World International help overseas investors and NRI buyers.
Strict confidentiality
Confidentiality agreements, independence checks and secure handling of data-room documents.
Related services
Which Other Services Support a Transaction?
Business valuation
Valuation of shares and businesses for acquisitions, investments and exits.
FEMA & RBI compliance
Reporting of foreign investment and share transfers involving non-residents.
ROC / MCA compliance
Share transfers, allotments and filings to complete the transaction.
Stock & inventory audit
Physical verification and valuation of stock before a deal closes.
Internal audit
Strengthening controls after acquisition or after a fraud is found.
Corporate tax
Tax structuring of acquisitions and post-deal tax compliance.
Get a quote
Discuss a due diligence or special audit
Tell us about the transaction or concern, the size of the business and your deadline. We will reply in confidence with a proposed scope, timetable and fixed fee.
Prefer to talk now? Call +91 484 354 1530 or email [email protected].
Who prepared this page
Written and reviewed by chartered accountants at T K Chandy & Associates
This page is prepared by the audit and tax team at our Kakkanad, Kochi office and checked against the Companies Act, the Income-tax Act, GST law and ICAI standards. It is reviewed whenever the rules change.
- Last reviewed 29 October 2026
- Led by T K Chandy Vaidyan, chartered accountant since 1994
- Member of SGA World International
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Ask an expertFrequently asked questions
Due diligence and special audit in Kochi – frequently asked questions
Short answers to the questions clients in Kochi ask us most. Still unsure?
Talk to our team01.What is due diligence in an acquisition?
Due diligence is an independent investigation of a business before you buy, invest in or lend to it. It checks whether the financial information is reliable and identifies tax, legal and operational risks that could affect the price or the decision.
02.What is the difference between financial due diligence and a statutory audit?
A statutory audit gives an opinion on whether past financial statements are true and fair. Financial due diligence is forward-looking and deal-focused, analysing sustainable earnings, debt, working capital and risks that matter to a buyer or lender. It does not result in an audit opinion.
03.What is quality of earnings?
Quality of earnings analysis adjusts reported profit for one-off, non-recurring, related-party and accounting items to show the profit the business can sustainably generate. Buyers usually price a business on these adjusted earnings.
04.What does tax due diligence cover?
It reviews income tax, GST and TDS compliance, pending assessments, notices and appeals, input tax credit risks and transactions that could be challenged. In a share purchase these liabilities stay with the company, so the buyer effectively inherits them.
05.How long does due diligence take?
A focused review of a single MSME typically takes two to four weeks after the documents are available. Larger targets, multiple entities or forensic issues take longer. The quality of the data room is usually the biggest factor.
06.What is vendor due diligence?
Vendor due diligence is commissioned by the seller before a sale or fund-raising. It identifies issues a buyer would find, gives time to fix them and can speed up the transaction by giving buyers a reliable starting report.
07.Do lenders need due diligence before giving a loan?
Many banks and NBFCs carry out their own credit appraisal, and for larger or riskier loans they may also commission an independent review of the borrower's accounts, cash flows and security. We can act for the lender or help the borrower prepare.
08.What is a forensic audit?
A forensic audit is an investigation of suspected fraud, misappropriation or manipulation of records. It gathers and documents evidence in a way that can support disciplinary, civil or criminal action.
09.What are common signs that a forensic review is needed?
Unexplained cash shortages, vendors no one has met, unusual discounts or write-offs, payments to employees' relatives, stock losses and accounts that do not reconcile are common triggers.
10.What is a special audit under GST?
Under section 66 of the CGST Act, 2017, an Assistant Commissioner, with the Commissioner's approval, can direct a registered person to have its records audited by a chartered accountant or cost accountant nominated by the Commissioner, where value or input tax credit appears to be wrongly declared.
11.Who pays for a GST special audit?
The Commissioner determines and pays the expenses of the special audit, including the auditor's fee. The taxpayer must cooperate and provide records, and must be heard before the findings are used against it.
12.Can you work with our lawyers on the deal?
Yes. Due diligence works best when the accounting, tax and legal findings are combined. We share findings with your legal counsel and help draft the financial definitions, warranties and indemnities in the agreement.
13.Will our information be kept confidential?
Yes. We sign a confidentiality agreement before receiving any information, restrict access within the team and follow ICAI's code of ethics on confidentiality.
14.Can you help overseas investors buying a Kerala business?
Yes. We carry out the Indian due diligence and can coordinate with our associate firms in the UAE and the UK through SGA World International. Foreign investment also needs FEMA reporting, which we can handle.
References:CBIC – CGST Act 2017 (section 66) · Companies Act 2013 (India Code) · Ministry of Corporate Affairs · Income Tax Department · ICAI — reviewed 29 October 2026