Page 330 - CA Final PARAM Digital Book.
P. 330

➢  Statutory Compliance: This is one area that has to be examined in detail. It is important to make a
                         list of laws that are applicable to the entity as well as to make a checklist of compliance required
                         from the company under those laws. If the company has not been regular in its legal compliance, it
                         could  lead  to  punitive  charges  under  the  law.  The  impact  on  such  violations  be  quantified  and
                         assessed in respect of entity; financial status and even on its governing concern status.

                     ➢  Human Resources: In the Indian context, the status of work force, staff and employees is a complex
                         problem. It is important to work out how much of the labour force has to be retained. It is also
                         important to judge the  job profile  of the administrative  and managerial staff to gauge  which of
                         these  matches  the  requirements  of  the  new  incumbents.  The  aspects  whether  all  employee
                         benefits  like  PF,  Gratuity,  ESI  and  superannuation  have  been  properly  paid/funded.  The  pay
                         packages of the key employees will be thoroughly reviewed since this can be a crucial factor in
                         future employee costs.























                 Author’s Note
                     •  If the question asks about due diligence but it is silent on which type of due diligence, then we
                         have to assume and write answer considering financial due diligence.
                                                                                     rd
                     •  Question may also ask about any specific requirement such as the 3  question which specifically
                         asks for “What points will you check in order to ensure that company will be able to meet the
                                                                              th
                         cash requirements internally?”, in such case such write the 5  para of the answer that deals with
                         cash flow.
                     •  If  question  is  on  due  diligence  on  proprietary  business  then  give  answer  for  financial  due
                         diligence i.e QNO 623.000 and if it is on investigation of proprietary business answer as per QNO
                         643.050.

                 DD (Under /  Over Valuation)   Old Course-(N05E, N10E, M12E, N13E, M15R, PM17, M17R, N17M, M18E,
          QNO    TITANIUM CNO – DD.100                                    N19R, N20R, N20E, SM21, N21M, N22M)
          627.000
                                                                                           New Course-- (SM23)
                 M Limited is going to acquire S Limited The purchase consideration has been decided at Rs 4000 Crores M
                 Limited  is  worried  about  hidden  liabilities  or  overvalued  assets  of  S  Limited  and  approached  you  to
                 examine the same List out eight important transactions/items which you would like to investigate in the
                 Due Diligence exercise.
                                                              OR
                 Zeta Ltd is anticipating taking over a manufacturing concern and appoints you for due diligence review
                 While reviewing, it requests you to look specifically for any hidden liabilities and overvalued assets State
                 in brief the major areas you would examine for hidden liabilities and overvalued assets.
                                                              OR
                 Vita Ltd. is anticipating taking over a manufacturing concern and appoints you for due diligence review.
                 While reviewing, it requests you to look specifically for any hidden liabilities. State in brief the major
                 areas you would examine for hidden liabilities.
                                                              OR
                 K.DK Bank Ltd., received an application from a pharmaceutical company for takeover of their outstanding
                 term loans secured on its assets, availed from and outstanding with a nationalized bank. KDK Bank Ltd.,
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