Financial due diligence services in France equip buyers, sellers, lenders, and investors with a precise read on a target’s earnings, working capital position, financing structure, and fiscal exposure before signing. Interexco delivers these mandates for foreign acquirers, private equity firms, and banks, with each engagement calibrated to the SPA, the timetable, and the unique features of French accounting rules.
Interexco combines a regulated expert-comptable office (OEC) with a CNCC-registered statutory audit function — the dual standing on which French M&A counsel and equity sponsors rely when transaction work meets the audit cycle.
What Financial Due Diligence Services Cover
Financial due diligence is the structured analysis of a target’s historical performance, balance sheet integrity, and fiscal exposure, conducted by an independent provider on behalf of a buyer (buy-side), a seller (vendor review, or VDD), or a lender. Each engagement focuses on the quality of earnings (QoE), normalised EBITDA, working capital, net financing definition, and fiscal exposures, and produces written conclusions used to identify pricing levers, structure SPA mechanisms, and address completion issues.
A French engagement also tests whether the company’s accounts comply with the Plan Comptable Général (PCG) maintained by the Autorité des Normes Comptables (ANC), and whether filings with the Direction Générale des Finances Publiques (DGFiP) are defensible. Unlike a statutory audit, our work does not issue an opinion — it equips a decision-maker.
In France vs. Abroad
A buy-side engagement in France that mirrors an Anglo-Saxon scope without adjustment misprices the deal. Foreign acquirers should understand the structural differences before engaging an advisory partner.
| Aspect | France | Abroad (US/UK common practice) |
|---|---|---|
| Accounting framework | Plan Comptable Général (PCG); IFRS only at listed consolidated level | IFRS or US GAAP across the group |
| Audit threshold | Bilan ≥ 5 M€, CA HT ≥ 10 M€, ≥ 50 employees on two consecutive years (Décret n° 2024-152 du 28 février 2024, transposing EU Directive 2023/2775) | Varies; UK exemption thresholds higher |
| Corporate income rate | 25% standard rate (DGFiP, 2025); 15% on first €42,500 for qualifying SMEs | UK 25% main rate; US 21% federal |
| Vendor review (VDD) | Standard in mid-market and large auctions | Less systematic outside large mandates |
| Social charges on payroll | ~40–45% employer load; AGIRC-ARRCO, URSSAF | Materially lower in US/UK |
| R&D incentive | Crédit d’impôt recherche (CIR), recoverable cash item | Generally non-refundable |
| Merger control | French Autorité de la concurrence, AMF where listed | National regulators, FTC, CMA |
Foreign acquirers focused on the US, UK, or Germany routinely underestimate the cash impact of the 3.3% social surtax on corporate tax, the unwind of intégration fiscale on a change of control, and URSSAF reassessment risk.
Why This Matters: French Statutory Landscape
The French statutory landscape is shaped by named authorities that frame every transaction. The Direction Générale des Finances Publiques (DGFiP) administers corporate income tax, VAT, and the e-invoicing reform; the Autorité des Normes Comptables (ANC) maintains the Plan Comptable Général; the Code de commerce defines audit thresholds and the role of the commissaire aux comptes under the Compagnie Nationale des Commissaires aux Comptes (CNCC). The Ordre des Experts-Comptables (OEC) regulates the chartered accountancy profession. URSSAF audits social contributions, while the AMF supervises listed companies and the AGIRC-ARRCO regime governs supplementary pensions.
The standard rate of corporate income in France is 25% (DGFiP, 2025), with a 15% rate on the first €42,500 of profit for qualifying small companies and a 3.3% social surtax above €763,000 of fiscal liability. Audit thresholds were revised by Décret n° 2024-152 du 28 février 2024 (transposing EU Directive 2023/2775): bilan ≥ 5 M€, CA HT ≥ 10 M€, ≥ 50 employees on two consecutive financial years. Mandatory e-invoicing under the Loi de finances 2024 takes effect for large enterprises in September 2026 and for all SMEs in September 2027 — a structural change to information flow that affects baselines for any acquisition closing in the next 24 months.
A reliable engagement surfaces where each issue materially impacts value, leakage, or compliance.
What We Deliver: Service Breakdown
Our service includes a comprehensive set of procedures, sized to the engagement and the timetable. A specific scope is agreed at outset, providing solutions across:
- QoE (quality of earnings) — normalised EBITDA, one-off items, accounting policy adjustments, run-rate insights to assess sustainable returns
- Working capital cycle — trends, seasonality, peg setting for completion accounts or locked-box mechanics
- Net financing and debt-like positions — bank borrowings, factoring, payables, deferred revenue, dilapidations, pension and end-of-service liabilities
- Fiscal exposures — corporate IS, VAT, payroll levies, R&D credits (CIR/CII), transfer pricing, intégration fiscale unwind
- PCG-to-IFRS bridges for groups reporting under international standards
- Forecast assessment — management plan, sensitivity, EBITDA-to-cash conversion
- Carve-out support — cost separation, stand-alone cost model, transitional service agreement period
- SPA inputs — completion accounts versus locked box, indemnity quantification, leakage testing
- Sale-side reliance — vendor reporting (VDD) sized for competitive auctions
Our Methodology: A Comprehensive Process
We approach each engagement through a comprehensive, structured process, ensuring the buyer, seller, or lender receives conclusions they can act on. The methodology helps in identifying the key drivers of value and the assessment of risk.
Scoping and engagement letter. We define the perimeter, materiality, the key issues to assess, and reliance parties. The engagement letter sets out scope, timetable, and the deliverable format.
Information access. We work with the seller’s data room, the leadership interlocutors, and the entity’s accounting practices to obtain statements, filings, accounts, and operations records. Our senior-led specialists bring deep familiarity with PCG accounts.
Analysis. We analyze historical performance, evaluate QoE drivers, assess the cash flow profile, and assess the balance sheet for financing positions and off-balance liabilities. Our analysis includes ratio benchmarking, trend insight, and customer concentration evaluation. Risk identification covers fiscal, social, and regulatory matters — and the wider exposures of day-after handover.
Issues log. Each item identified is discussed with the seller to ensure conclusions are reliable and supported by evidence.
Reporting. We deliver a written output — short-form, full-form, or red-flag — with a clear conclusion and a defined list of SPA recommendations. The structure supports informed decisions by experienced decision-makers.
Signing-day backup. We remain available through to signing to discuss conclusions with banks, counsel, and other advisors.
This step-by-step methodology is the same whether the mandate is buy-side, vendor-side, or for lenders, helping each party reach informed decisions with confidence.
Who Uses Our Financial Due Diligence Services
Our clients fall into a wide range of profiles. We work most often with:
- Foreign private equity firms acquiring a French portfolio investment through a French SAS, where Anglo-Saxon reporting expectations meet PCG accounts
- Strategic foreign buyers and acquisitions sponsors entering France for the first time, where local accounting habits and French labour law create unfamiliar obligations
- M&A counsel and corporate advisors advising on a French business who need a counterpart that reads the SPA in both languages
- Sellers running a competitive process commissioning a vendor (VDD) deliverable to control the narrative and shorten the auction timetable
- Lending banks financing French LBOs, who require an independent picture of financing capacity, cash conversion, and covenant headroom
- Family offices and wealth structures acquiring minority positions, where transparency and trust between parties shape the negotiation
Key Benefits of Engaging Interexco
A regulated, partner-led methodology brings several benefits, meeting the comfort that experienced acquirers expect. We provide solutions for buy-side, sell-side, and lender-side mandates alike — a wide range of solutions that include red-flag, short-form, and full-form delivery and that help every buyer succeed.
- Comprehensive view — a comprehensive read of earnings, financing, working capital, and fiscal exposure, framed by French accounting habits
- Risk identification — early identification of fiscal, social, and statutory exposure, including operations-side issues that impact price and SPA wording
- Decision-grade insight — deliverables include informed decisions on price, structure, and day-after planning
- Negotiation strength — concrete conclusions and quantified adjustments inform price discussion and indemnity scope
- Transparency for stakeholders — written conclusions that banks, equity partners, and counsel can rely on
- Cross-border fluency — direct work in English, French, Italian, Spanish, and Russian — a global advantage when the buyer operates across borders
- Helping uncover value — beyond identifying risk, we surface opportunities, synergies, and operations levers buyers can act on after the merger or buy-out — a success factor for any French mergers process
How to Choose a Financial Due Diligence Provider in France
Choosing the right advisory provider is a critical decision for any buyer or investor. Candidates should be assessed against several practical criteria, with the goals of clarity, reliability, and reach:
- Regulatory standing — an accountancy practice registered with the OEC and CNCC understands the audit base on which our work sits
- Industry expertise — deep knowledge of the target’s industry, from technology to health to wealth advisory
- Partner involvement — an experienced advisor accessible throughout the engagement, not only at the final stage
- Language coverage — the ability to communicate with the buyer and local interlocutors
- Scope flexibility — short-form, full-form, or red-flag delivery, sized to the opportunities and the timetable
- Reporting standards — clarity on reliance letters and contractual reach
- Methods and analysis — assessing financial discipline through proven methods of historical and forward review
Interexco brings each of these strengths to every mandate, regardless of size.
Risk Management Through Our Work
A core aspect of any engagement is risk management. The deliverable should uncover hidden liabilities, assess the future cash flow profile, and surface operational challenges that could impact the acquired business’s worth and long-term sustainability. Common risks the work addresses:
- Fiscal — unrecorded liabilities, transfer pricing exposure, intégration fiscale unwind, CIR/CII recoverability
- Social — URSSAF reassessment, AGIRC-ARRCO reconciliation, employee benefit obligations
- Statutory — sector compliance, AMF supervision where listed, evolving laws and regulations
- Operational — customer concentration, contracts and supplier relationships, IT and cyber resilience
- Commercial — market conditions, competitive dynamics, customer retention trends, revenue durability, sales pipeline
- Environmental — emerging environmental and CSRD obligations under Ordonnance n° 2023-1142 of 6 December 2023
- Post-deal handover — synergies surfaced at signing, cultural fit, day-one operational readiness, planning
A well-structured engagement does not eliminate these matters but ensures they are surfaced, quantified, and reflected in the SPA. Mitigating each through clear contracts and price adjustment is the practical path to a successful merger or buy-out. The growth potential of any acquisition depends on how well such aspects are uncovered before signing.
Why Interexco for Financial Due Diligence in France
Interexco is a French-regulated chartered accountancy and audit organization with over 40 years of transaction experience. Our Paris headquarters at 30 Boulevard Haussmann is backed by offices in Lille, Milan, and Tunis. Nearly 50 experienced professionals work in English, French, Italian, Arabic, Spanish, and Russian.
We are members of the Ordre des Experts-Comptables and registered with the Compagnie Nationale des Commissaires aux Comptes. This dual regulated status means we understand both the work we deliver and the audit base on which it sits — and can defend conclusions to the company’s statutory auditors when the transaction closes.
When Financial Due Diligence Services Are the Right Choice
The practical conclusion is straightforward. Financial due diligence services are the right choice whenever a buyer, seller, lender, or investor needs an independent, decision-grade picture of a target in France. They are crucial for any mandate where price, SPA wording, or day-after integration depends on a defensible read of historical and forecast performance. For vendors, a VDD statement controls the narrative and shortens the auction timetable. For banks, it tests financing capacity and cash conversion. For acquirers, it equips the buyer for confident discussion and a clean signing.
A short-form red-flag review may suit a bilateral mid-market sale; a full-form engagement is appropriate for competitive auctions and acquisitions financed by senior debt. Whatever the stage and structure, the work should provide the analysis, accuracy, and assessing power needed to determine the right price, the right structure, and the right next steps.
Mergers and acquisitions in France succeed when the parties share a clear understanding of the target’s financial health, the key drivers of value, and the issues identified before signing. That clarity is what our service offering provides — and what helps each transaction lead to a sustainable outcome.