Investment Research
An offshore research desk that carries the model building, earnings updates, comparable analysis and note drafting…
Advisory & Transactions
Valuations built to withstand a counterparty, a regulator or a court.
Independent valuation of businesses, shares and intangible assets for transactions, fundraising, ESOP schemes, regulatory filings, financial reporting and disputes. Every conclusion is supported by a documented method, a working model and a stated basis for each assumption.
Indicative fee from
Indicative starting fee for an independent valuation of a single operating entity. Purchase price allocation, intangible asset valuation, complex capital structures and multi-entity groups are scoped separately.
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A valuation is an opinion with consequences. It sets the price a founder accepts, the tax an issuer pays, the perquisite an employee is charged, the goodwill a group carries, and occasionally the sum a court awards. Those consequences are why the number alone is worthless. What matters is whether the reasoning behind it survives examination by someone with an incentive to attack it: the counterparty across a negotiating table, an assessing officer applying Rule 11UA, an auditor testing an impairment charge, or opposing counsel in a shareholder dispute.
Most weak valuations fail in the same predictable places. A forecast that no operating history supports. A discount rate assembled without a stated basis for the beta or the company-specific premium. A peer set chosen for convenient multiples rather than comparable economics. A marketability discount applied at a round number with no empirical support. None of these are difficult to defend against if the work is done properly at the outset, and all of them are close to impossible to repair once the report has been issued and relied on.
The first decisions are definitional and they govern everything downstream: the purpose of the valuation, the standard of value applied, whether the subject interest is a controlling or minority stake, the premise of value, and the valuation date. A fair market value conclusion for a tax filing and an investment value conclusion for a strategic acquirer are different numbers arrived at legitimately, and confusing them is the most common source of dispute.
From there we apply the approaches the subject supports. Income approach work centres on a discounted cash flow with an explicit forecast period, free cash flow derived from the operating model rather than accounting profit, terminal value tested under both the Gordon growth and exit multiple methods, and a weighted average cost of capital built from a stated risk-free rate, equity risk premium, industry beta, capital structure and, where justified, a size or company-specific risk premium. Market approach work uses comparable company trading multiples and precedent transaction multiples, screened on business model and growth and margin profile rather than industry code alone, and adjusted for the differences that remain. Asset approach work applies where the entity is asset-heavy, a holding structure, or valued on a liquidation premise. For companies with layered preference structures we allocate equity value across share classes using an option pricing framework rather than assuming a straight pro-rata split, and where a recent priced round exists we backsolve to test the implied enterprise value.
Several valuations in India exist to satisfy a specific rule rather than a commercial question, and each has its own prescribed method. Issue of shares to residents engages Section 56(2)(viib) of the Income-tax Act and Rule 11UA. Transfers involving non-residents engage FEMA pricing guidelines. Valuations under Section 247 of the Companies Act 2013 must be performed by an IBBI-Registered Valuer, and certain FEMA and SEBI matters require a SEBI-registered Merchant Banker. We prepare the complete underlying analysis and, where the signature of a specifically registered professional is mandated, coordinate with that professional so the filing is validly made and signed by someone holding the relevant registration.
Founders and investors setting or testing a round price. Acquirers and sellers who need an independent view separate from the negotiation. Companies issuing ESOPs and needing both a fair value for Ind AS 102 and a perquisite value for taxation. Groups performing purchase price allocation or annual impairment testing under Ind AS 36. Families dividing assets on succession. And parties in arbitration or litigation where the valuation will be tested by an opposing expert.
Fixed fee · Fixed fee per valuation date for recurring reporting valuations · Milestone-based
2 to 4 weeks for a single operating entity with a usable forecast and a clean cap table. 5 to 8 weeks where the work involves a purchase price allocation, intangible asset valuation, a complex preference structure requiring option-based allocation, or a multi-entity group requiring separate entity-level conclusions.
The full report setting out purpose, scope, standard and premise of value, information relied upon, methods applied and rejected, assumptions with their basis, and the concluded value or range.
The working spreadsheet behind the conclusion, with live formulas, clearly separated inputs and outputs, and every assumption traceable to its source so a reviewer can reperform the analysis.
A schedule of the assumptions that most affect the outcome, each with its derivation, and sensitivity tables showing how the conclusion moves across a reasonable range of each.
A single view comparing the value indicated by each approach applied, with the weighting rationale, so the reader can see how much of the conclusion rests on any one method.
Where the valuation supports a statutory filing, the computation and annexures prepared in the format the applicable rule requires, coordinated with the registered professional whose signature the rule mandates.
A short briefing covering the drivers of the conclusion, the areas most exposed to challenge, and what would need to change commercially for the value to move materially.
We establish why the valuation is required, who will rely on it, the standard and premise of value, the subject interest and the valuation date. Any regulatory method mandated by the purpose is identified now. The phase closes with a written engagement basis that fixes these parameters.
We collect historical financials, the operating model, forecasts, contracts, the cap table with all rights attached, and market data, and hold a management session on the business drivers behind the numbers. The phase closes when the information set is complete enough to model.
Forecasts are tested against historical achievement and market evidence, the cost of capital is built up, peer sets and transaction comparables are screened, and each supportable approach is applied. The phase closes with an internal draft showing the value indicated by each method.
We reconcile the approaches, examine why they diverge where they do, and discuss the draft conclusion and its sensitivities with management to correct factual errors and test assumptions. The phase closes when the factual base is confirmed.
The final report is issued with the model, appendices and any regulatory annexures. Where a registered professional's signature is mandated, the filing version is issued in coordination with that professional. The phase closes on delivery of the signed report.
If the conclusion is challenged by a counterparty, an auditor, an assessing officer or an opposing expert, we support management with the workings, respond to specific technical objections and, where the engagement provides for it, appear to explain the analysis.
Because every assumption carries a stated basis and a documented source, the report can be defended in a negotiation, an assessment or a proceeding rather than merely asserted.
A view prepared outside the deal gives boards and shareholders a reference point that is not the counterparty's number and not an internal advocate's number.
Valuations prepared to the method the applicable rule prescribes reduce the risk of an assessment, a rejected filing or an addition under Section 56 with interest and penalty attached.
Sensitivity analysis shows which operating levers move the number most, which converts the exercise from a compliance cost into input for how the business is run.
Option-based allocation gives ordinary shareholders and option holders a defensible value where preference stacks would otherwise distort a simple pro-rata calculation.
Purchase price allocation and impairment conclusions arrive with the workings an auditor needs, which avoids the year-end argument over goodwill and intangible carrying values.
The approach follows the subject and the purpose, not preference. A profitable business with a credible forecast and a reasonable operating history is usually best served by a discounted cash flow, cross-checked against comparable company and precedent transaction multiples. An asset-heavy entity or an investment holding company may be better represented by a net asset approach. An early-stage company with no reliable forecast is often valued against recent transactions in its own securities or against market comparables. Most reports apply more than one approach and reconcile them, because agreement between independent methods is itself evidence.
Certain valuations under the Companies Act 2013 must be performed and signed by an IBBI-Registered Valuer, and certain FEMA and SEBI matters require a SEBI-registered Merchant Banker. Where the purpose engages such a requirement, we prepare the complete underlying analysis and coordinate with the registered professional whose signature the rule mandates, so that the filing is validly made and the analysis behind it is properly done. Confirm your specific requirement at the outset, since it determines the method, the format and who must sign. Where an engagement requires an opinion, certificate, valuation or filing that only a specifically registered professional may sign, that work is performed and signed by a professional holding the relevant registration.
Rule 11UA of the Income-tax Rules prescribes how the fair market value of unquoted shares is determined for specified purposes, including issue of shares attracting Section 56(2)(viib) and receipt of shares attracting Section 56(2)(x). The rule sets out permitted methods and, for certain purposes, who is competent to determine the value. Departing from the prescribed method, or applying it as of the wrong date, exposes both the issuer and the recipient to additions with interest. Because the rule and its permitted methods have been amended, we confirm the version applicable to your transaction date during scoping.
Not by forcing a discounted cash flow onto a forecast with no evidential base. Where a recent arm's length priced round exists, that transaction is usually the strongest single indicator, and we backsolve the implied enterprise value and then adjust for what has changed since. Beyond that, we look at market comparables on revenue or user-based metrics, at the cost of replicating what has been built, and at scenario-weighted outcomes reflecting the realistic distribution of results. We state the uncertainty rather than concealing it inside a spuriously precise number, and present a range where a range is honest.
A valuation speaks as of its valuation date. It does not expire in the sense of ceasing to be true, but it becomes progressively less relevant as the facts move. As a working rule, a report older than six months should be revisited before it is relied on for a transaction, and any material event, including a funding round, a large contract win or loss, a regulatory change or a significant market movement, requires a fresh look regardless of elapsed time. Statutory purposes frequently impose their own date requirements, which take precedence.
Through an option pricing framework rather than a pro-rata split. Preference shares typically carry a liquidation preference, sometimes participating, and conversion rights that only become valuable above a defined equity value. That structure means the ordinary shares behave like a call option on enterprise value struck at the top of the preference stack. Modelling the breakpoints at which each class participates, and valuing the resulting tranches with an option model, produces an ordinary share value that is materially different from, and more defensible than, total equity value divided by fully diluted shares.
Yes, and reports intended for contentious use are prepared to a higher documentation standard from the outset. That means the information relied on is listed, the instructions received are recorded, the methods rejected are explained alongside those applied, and every assumption carries a source. Where the engagement contemplates expert evidence, the scope, the duty owed to the tribunal and the terms of any appearance are agreed in writing before work begins. Tell us at scoping if a dispute is in contemplation, because a report written for a commercial purpose is not automatically fit for a proceeding.
Typically three to five years of financial statements and the current trial balance, monthly management accounts, a forecast with the assumptions behind it, the shareholding structure with the full rights attaching to each class, material customer and supplier contracts, borrowing terms, details of contingent liabilities and litigation, and the fixed asset and inventory position. Where a specific asset drives value, such as land, a brand or a licence, we need the underlying documentation for it. We issue a structured request list at kick-off and work through it with a single point of contact.
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