A portfolio of 4,800 invoices with ₹96 crore aggregate face value gave the acquisition discussion an immediate sense of substance. The seller could describe the count, stated terms and customer relationships. Our team could place the opportunity beside the growth plan and imagine the scale it would add. Those were reasonable starting points for assessment. They did not tell us the amount the company should expect to collect, the terms on which it should buy or the responsibilities it would assume through the proposed transaction.
In the 2025 review, the initial findings separated ₹7.2 crore of invoices with recorded commercial disputes from ₹2.4 crore of agreed credit notes. The two groups did not overlap. That distinction was important both for the arithmetic and for the meaning of the evidence. A recorded dispute could have several outcomes; an agreed reduction had a different status. Putting both into a general category of problematic invoices would make a short presentation easier while taking away information needed for the actual decision.
Preserve the difference between findings
Subtracting those two identified groups from the ₹96 crore face value left ₹86.4 crore outside them. It would have been convenient to call that the clean portfolio. We did not have a basis for doing so. Being outside two findings did not certify full collectibility, eligibility or adequate documentation. Credit assessment and the proposed purchase terms still mattered. I wanted the remainder described by what we knew about it, not by the reassuring adjective that would help the transaction advance.
The acquisition sponsor proposed applying one percentage adjustment and moving quickly to a firm bid. A price can reflect assessed uncertainty, but a convenient discount does not itself establish what is being purchased or how obligations and risks are allocated. Credit, legal and servicing colleagues needed evidence about the disputes, agreed reductions and rights under the proposed terms. Their questions could affect more than the amount offered. They could change whether the company had an acceptable basis to proceed at all.
I supported further review rather than an unconditional purchase commitment. The company spent ₹18 lakh on that additional work. The expense was real even though the transaction remained undecided. I did not present the delay as costless discipline or the expenditure as proof that the eventual transaction would be sound. It bought further examination of defined questions. The recommendation still depended on the answers, the responsible owners' assessments and the approvals required for the actual terms.
The seller's time pressure also mattered. Waiting could mean losing access to the opportunity, and the sponsor had a legitimate interest in knowing whether our requests were proportionate. I asked the reviewing teams to identify which evidence could materially change the decision and who needed it. That is different from adding questions indefinitely to avoid taking responsibility. A conditional assessment should make the remaining work understandable, including the point at which the company would either have enough basis to recommend a transaction or decide not to continue.
Price cannot substitute for a missing decision basis
The strategic temptation was to convert uncertainty into a single adjustment and treat the resulting number as an answer. That approach might be appropriate only after the nature of the uncertainty and the relevant terms had been assessed. In our case, the groups represented different issues. An agreed credit note reduced the underlying commercial amount in a way that was not equivalent to an unresolved dispute. Other questions concerned documentation and eligibility. One percentage could conceal those distinctions without resolving them.
My role was not to determine legal rights or assign a credit conclusion. It was to ensure the growth recommendation did not imply that those decisions had already been made. The company needed a coherent proposition: what it proposed to acquire, what evidence supported the valuation and servicing assumptions, which conditions remained open and who held the authority to accept them. A strategy paper that carried only invoice count and face value would make the opportunity appear further developed than it actually was.
The ₹86.4 crore remainder needed particular care. Readers often assume that a number left after identified deductions is the reliable part. Here it meant only that the specified dispute and credit-note findings did not apply to that group. We retained that explanation wherever the amount appeared. Otherwise, a mathematically correct subtraction could become a misleading business claim through repetition. The problem would arise from the label and inferred certainty, not from the arithmetic itself.
I also resisted treating every disputed invoice as a future loss. The assessment had not established that conclusion. A dispute may be resolved in different ways under the relevant facts and terms. The point of further work was to understand the exposure well enough for qualified owners to make their decisions, not to dramatise the findings so that delay looked automatically wise. Both unwarranted reassurance and unwarranted pessimism would distort the choice the company actually faced.
Keep the unfinished transaction unfinished in the account
The immediate result was a conditional, incomplete assessment, additional expense and no unconditional bid at that stage. That is less satisfying as a leadership story than a completed acquisition or a neatly quantified loss avoided. It is also the result the evidence supports. I would not invent the ending to make the decision sound more decisive. The useful contribution was preserving the difference between an opportunity of apparent scale and a transaction the company could responsibly recommend on assessed terms.
For a board, I would translate the case into questions about recommendation maturity. Which parts of the proposition are established, which remain conditional and what would change if the outstanding evidence were adverse? Are the identified amounts mutually exclusive, or has the same issue been counted twice? Does a residual figure have a positive basis, or is it merely what remains after selected findings? Those questions help directors examine the account without pretending to perform the specialists' detailed review at the table.
The experience also changed how early I want assessment requirements discussed with a commercial sponsor. If a firm recommendation depends on evidence the seller may not be able to provide, that issue belongs near the beginning of the strategy conversation. Teams can then consider alternatives, conditions or an earlier decision to stop. Discovering the requirement after the opportunity has been presented as nearly complete creates pressure to accept a weaker basis simply to preserve the appearance of progress.
I still want strategy to recognise opportunities promptly. A careful account should not become an excuse for endless analysis. But speed is useful only when the company knows what decision it is making and what evidence it has for it. The invoice total gave us an initial scale. The work that followed determined whether that scale could support a recommendation. Keeping those two stages distinct allowed the company to spend on examination without pretending it had already earned the confidence to buy.