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Tax Due Diligence (Pre-M&A) – Expertvuw
Tax · Due Diligence

Tax Due Diligence for Investments, Acquisitions and Fundraising

Last updated: 2 October 2026

Before you invest in, acquire or raise money for a company, it helps to know what tax exposure sits in its past. Expertvuw’s team reviews income tax, GST and TDS records, open proceedings and structuring risks, and reports findings in plain language for decision-makers.

Overview

What Tax Due Diligence Looks At

Tax due diligence is a review of a company’s tax history and current compliance to identify exposures that could affect value or deal terms. Buyers and investors use it to negotiate price, indemnities and conditions; companies use it to prepare for a fundraise or sale.

A typical review covers income tax returns and assessments, TDS and TCS compliance, GST registrations, returns and credits, pending notices and litigation, and transactions with related parties. It also checks tax positions tied to the deal itself, such as share valuation, carry-forward of losses after a change in shareholding, and withholding on payments to non-resident sellers.

The review covers periods under both the Income-tax Act, 1961 and the Income-tax Act, 2025 (from 1 April 2026), since exposures often relate to earlier years.

Basis: Income-tax Act, 1961 and Income-tax Act, 2025; CGST Act, 2017; FEMA pricing rules for cross-border deals; standard due diligence practice. Last updated: 27 September 2026.

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What This Service Covers

What We Review

1

Income tax returns, assessments, demands and appeals

2

TDS and TCS compliance and TRACES defaults

3

GST registrations, returns, credit reconciliation and notices

4

Related-party and cross-border transactions, including transfer pricing

5

Deal-specific tax points: valuation, loss carry-forward and withholding

Key Points in a Tax Review

Open years

Past years can be reopened within the statutory time limits, so exposure is checked for those years.

Demands on the portal

Outstanding demands on the income tax and GST portals are a quick first indicator of risk.

Loss carry-forward

A change in shareholding can affect the right of a closely held company to carry forward losses.

Withholding on share purchase

Buyers paying non-resident sellers may need to deduct tax at source.

GST credits

Input tax credit not backed by supplier filings may be reversed with interest.

Indemnities

Findings are used to agree indemnities, escrow or price adjustments in the deal documents.

Common Issues

Why Tax Risks Are Missed

Tax exposure in a target is often hidden in routine records.

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Related Services

Related services

Tax due diligence usually works alongside these services.

Due Diligence

Legal and secretarial due diligence on companies.

Business Valuation

Valuation reports for the transaction.

Startup Due Diligence

Readiness reviews before a fundraise.

Transfer Pricing

Review of group transactions and documentation.

Documents Required

Documents we need from you

Tax Records

Company Records

Our Process

How the Review Works

1

Scope

Agree areas, years and materiality with you.

2

Data room

Share a checklist and review uploaded documents.

3

Portal checks

Review income tax, GST and TRACES records with access given.

4

Analysis

Identify exposures and estimate their range.

5

Report

Share a findings report with risk ratings.

6

Deal inputs

Suggest points for indemnities and conditions.

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After the Review

After the Review

Findings are most useful when they shape the deal documents.

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Get in Touch

Share your query and our team will reply during business hours.






    FAQs

    Frequently Asked Questions

    What is tax due diligence?

    It is a structured review of a company’s tax compliance and history to identify exposures before an investment, acquisition or fundraise.

    Usually the years that can still be reopened or assessed under the law, often three to five years, depending on the scope agreed.

    Yes. GST registrations, returns, input credit and notices are part of the review.

    The report sets out findings and risks. Decisions on price and terms remain with the parties and their advisers.

    Yes. A company can run a review on itself to fix gaps before investors start their own diligence.

    About Expertvuw

    Who Handles Your Review

    CS Chetna Shoor, Company Secretary and Director, Expertvuw

    CS Chetna Shoor

    ACS – Director, Expertvuw Management Pvt Ltd

    Tax work is handled by Expertvuw’s team. Audits and certifications required by law are issued by independent Chartered Accountants, and representation before tax authorities and tribunals is made by authorised professionals or advocates.

    Expertvuw Management Pvt Ltd