Due Diligence Advisory in Bengaluru

Bengaluru is India's technology and venture capital of record. Its deal flow is dominated by SaaS, fintech, deep tech and consumer internet, layered over a dense base of global capability centres, and the companies changing hands here are overwhelmingly founder-led businesses moving from venture funding to strategic acquirers or private equity. That shapes what diligence has to find. The decisive risks are rarely in the reported profit; they sit in whether the platform can carry the plan, whether the recurring revenue is as durable as the deck claims, whether the IP is wholly owned, and whether the people who built it will still be there in eighteen months.

That is why a generic financial-first review under-serves a Bengaluru deal. The full diligence portfolio at /services/due-diligence is designed around exactly these questions, and in this market the technology, cyber, cap-table and people streams carry disproportionate weight. Gladwin scopes the portfolio to the thesis, so the effort concentrates where a technology-company deal actually breaks rather than spreading evenly across streams that matter less here.

A Bengaluru target that has been through seed, Series A and beyond carries a cap table that is a document in its own right. Convertible instruments, side letters, anti-dilution rights, secondary sales and successive ESOP refreshes all change who is paid what at completion, and the waterfall a buyer models on a clean summary can look very different once the underlying instruments are read. We coordinate the licensed legal and financial specialists to reconcile the cap table and option pool to source documents, so the equity story in the SPA matches the equity story on the ground.

Recurring revenue gets the same scrutiny. ARR is the number every SaaS deal is priced on, and it is also the number most easily flattered. We test the durability of recurring revenue rather than accepting the headline: separating genuine subscription revenue from one-off implementation and services fees, examining net and gross churn by cohort, checking whether discounting has been used to hold a growth curve, and identifying logo concentration that a blended figure hides. The output is a view of quality-of-recurring-revenue that a buyer can price against, not a single ARR line to take on trust.

In a founder-led technology business, the platform and the people who understand it are inseparable. A capable, well-distributed engineering leadership is a reason to lean into a deal; a company whose critical knowledge sits with two or three engineers, or whose momentum depends entirely on a founder already substantially cashed out, is a reason to structure retention carefully or revisit the price. This is the stream Gladwin leads directly rather than coordinating. Our operator-led leadership assessment reads the founder, the CXO layer and the key-engineer bench for capability, motivation and key-person dependency, and where the team gap is acute we can follow through with interim leadership deployment rather than leaving a named risk unowned.

Because we own the leadership stream in-house and orchestrate the rest, a key-person risk surfaced in the technical review does not fall silent between workstreams. It flows into the same red-flag report as the cap-table, ARR and IP findings, and into the transaction work at /services/ma-transaction-advisory, so retention structures, earn-outs and warranties are designed against a single, integrated view of where the value actually lives.