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Acquisition Due Diligence

We have been helping UK and overseas firms acquire FCA-regulated businesses since 2012. Since then, we’ve handled regulatory due diligence on more than 60 regulated entities, advising on transactions worth over £5 billion.

If you’re looking at acquiring a regulated firm (or indeed if you’re looking to sell – see Acquisition due diligence for sellers below), our expert team can help. We offer a range of acquisition due diligence services to help you fully understand the regulatory risk posed by any transaction.

As a first step, we’ll conduct an initial scoping exercise, looking at the target firm’s senior management controls, culture, regulatory history and financial exposure from legacy advice or management of assets. From this, we’ll produce an initial report alerting you to any risks or issues at the outset, before you appoint accountants and solicitors and start incurring significant costs.

Assuming the initial findings are positive, we can then undertake a full acquisition due diligence exercise covering everything from operations, systems and controls, and IT to culture and sustainability. We’ll then provide you with a detailed report – adopting a risk-based approach agreed in advance with you – and advise on the implications of its findings.

How our acquisition due diligence process works

Our acquisition due diligence experts would typically provide the following services:

  • Audit of internal governance and systems and controls against FCA objectives
  • Audit of IT governance, systems, and controls against financial and cyber crime
  • Review of FCA permissions against activities undertaken
  • Review of FCA correspondence history (including any disciplinary action)
  • Review of FCA financial returns and compliance with Prudential Regulation
  • Review of client money controls and supervision
  • Past business review of advice or management of assets
  • Review and understanding of all investments sold (standard and non-standard)
  • Review of all Senior Manager and Certification Function Persons’ roles, responsibilities and contracts
  • Review of complaints history.

At the end of this acquisition due diligence process, we’ll produce a risk-assessed report, and present to your board – highlighting key issues and risks – along with a mitigation plan.

If you decide to proceed with the purchase, we can also provide expert assistance with your Section 178 Change of Controller application, which must be approved by the FCA before the transaction can be completed. We can liaise with the regulator prior to submission, draft and submit your application, then handle all follow-up with the FCA, attending any meetings and resolving any queries.

If you wish, we can also introduce you to trusted solicitors and accountants who can assist you with the transaction.

Acquisition due diligence for sellers

If you’re thinking of selling your business or seeking investment, we’re leading experts in buy-side regulatory due diligence. If you’re selling, we can help you prepare for either a full or partial sale. If you’re seeking investment, our expert team can prepare you for the questions you’ll be asked about your business and its senior management.

If you wish, we can also introduce you to solicitors and accountants who can help you prepare your business – and to potential acquirers or investment companies

How can we help?

Working with us, you can be confident that all potential issues around your prospective transaction have been identified and highlighted in our acquisition due diligence report.

You can also count on us for effective practical guidance on how best to resolve any issues uncovered.

To find out more about our acquisition due diligence services, please get in touch today. You can reach us by filling out the contact form to the right, by emailing info@thistleinitiatives.co.uk, or by calling us now on 0207 436 0630.


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