Whether you are acquiring a company, attracting investors, restructuring your business, or planning a strategic transaction, understanding potential tax risks is essential. TGS AU Partners provides professional Tax Due Diligence services that help businesses identify historical tax exposures, assess compliance, and make informed decisions before completing a transaction.
Our experienced tax professionals conduct comprehensive reviews of tax records, compliance history, and potential liabilities to provide clear, practical insights that support successful business decisions while minimizing unexpected tax risks. Schedule a Consultation.
Why Tax Due Diligence Matters
Business transactions often involve more than financial statements and legal documents. Hidden tax liabilities can significantly affect the value of an investment and may become the responsibility of the buyer after a transaction is completed.
Tax Due Diligence is a systematic review of a company's tax position to identify existing and potential tax exposures before a merger, acquisition, investment, restructuring, or other significant corporate event. By evaluating tax compliance, historical filings, tax risks, and outstanding obligations, businesses gain a clearer understanding of potential liabilities and opportunities.
Without proper Tax Due Diligence, organizations may face unexpected tax assessments, penalties, interest, compliance issues, or disputes that could reduce the anticipated value of the transaction.
At TGS AU Partners, we help businesses uncover these risks early, enabling clients to negotiate transactions with greater confidence, strengthen their bargaining position, and develop effective risk mitigation strategies before agreements are finalized.
What is Tax Due Diligence?
Tax Due Diligence is a comprehensive examination of a company's tax affairs conducted before significant corporate transactions. The objective is to evaluate whether the target company has complied with applicable tax regulations and to identify any historical or future tax exposures that could affect the transaction.
Our review extends beyond simply checking tax returns. We examine the company's overall tax profile, including compliance history, tax positions, accounting treatments, supporting documentation, tax incentives, transfer pricing arrangements, and ongoing disputes with tax authorities.
The findings allow investors, shareholders, lenders, and management teams to understand:
- Potential unpaid tax liabilities
- Compliance deficiencies
- Tax audit exposure
- Risks associated with aggressive tax positions
- Opportunities for tax optimization
- Financial implications of identified risks
By identifying these issues before a transaction is completed, businesses can make informed investment decisions, negotiate purchase prices more effectively, or request appropriate indemnities from sellers.
When Do You Need Tax Due Diligence?
Tax Due Diligence is valuable in many business situations where understanding tax risks is essential.
Mergers and Acquisitions (M&A)
Before acquiring or merging with another company, investors need confidence that undisclosed tax liabilities will not become unexpected financial burdens after completion.
Business Acquisitions
Acquiring an existing business requires more than reviewing financial performance. Tax Due Diligence identifies historical tax compliance issues, unpaid obligations, and potential exposures that may affect the transaction value.
Investment Transactions
Private equity firms, venture capital investors, family offices, and strategic investors often perform Tax Due Diligence before investing to better understand tax risks associated with the target company.
Corporate Restructuring
Business reorganizations may create tax consequences that require careful analysis. Tax Due Diligence helps evaluate existing obligations and future tax implications before restructuring activities begin.
Joint Ventures
When entering a new partnership, understanding each party's historical tax compliance helps reduce uncertainty and supports more effective negotiations.
IPO Preparation
Companies preparing for public offerings should ensure their historical tax compliance is well documented before entering the capital market.
Our Tax Due Diligence Services
At TGS AU Partners, our Tax Due Diligence engagements are tailored to the nature of each transaction. We assess tax risks comprehensively while providing commercially practical recommendations that support informed decision-making.
Our review may include:
Corporate Income Tax Review
We examine historical Corporate Income Tax filings, fiscal reconciliations, deductible expenses, tax loss carry-forwards, deferred tax positions, and compliance with Indonesian tax regulations.
Value Added Tax (VAT)
Our specialists review VAT reporting processes, input and output VAT, tax invoices, VAT refunds, and potential exposures arising from incorrect VAT treatments.
Withholding Tax
We evaluate compliance relating to withholding tax obligations, including Articles 21, 23, 26, and Final Income Tax under Article 4(2), identifying potential underpayments and reporting deficiencies.
Transfer Pricing
For companies engaged in related-party transactions, we assess transfer pricing documentation, pricing methodologies, benchmarking analyses, and compliance with prevailing regulations.
Tax Incentives
Where applicable, we review the utilization of tax incentives, investment allowances, tax holidays, super deductions, and other government facilities to verify compliance with eligibility requirements.
Tax Audits and Disputes
Our professionals assess ongoing or historical tax audits, objections, appeals, and litigation matters to understand their financial implications and potential impact on the transaction.
Payroll Taxes
We review payroll tax compliance, employee income tax obligations, benefit taxation, and employer reporting requirements.
Tax Compliance Review
Our team examines the completeness and accuracy of tax filings, payment history, supporting documentation, and compliance procedures to identify weaknesses that may require corrective action.
Common Tax Risks We Frequently Identify
During Tax Due Diligence engagements, businesses commonly encounter issues such as:
- Incomplete tax documentation
- Incorrect VAT treatment
- Unpaid withholding taxes
- Unsupported deductible expenses
- Transfer pricing documentation deficiencies
- Payroll tax calculation errors
- Historical tax audit findings
- Expired tax incentives
- Unrecorded tax liabilities
- Weak internal tax governance
- Inconsistent accounting and tax treatments
- Compliance gaps across multiple tax periods
Identifying these matters early enables management to take corrective actions before they evolve into larger financial or regulatory issues.
Our Tax Due Diligence Process
At TGS AU Partners, we follow a structured and transparent approach that enables clients to understand potential tax exposures while minimizing disruption to daily business operations. Every engagement is tailored to the nature of the transaction, industry, and specific objectives of our clients.
1. Initial Consultation & Engagement Planning
We begin by understanding the purpose of the transaction, whether it is an acquisition, merger, investment, restructuring, financing, or internal corporate review. During this stage, we define the scope of work, identify key risk areas, establish timelines, and prepare a document request list.
2. Information & Document Collection
Our team reviews relevant documentation, including but not limited to:
- Corporate tax returns
- VAT returns
- Withholding tax returns
- Financial statements
- General ledgers
- Tax payment records
- Transfer pricing documentation
- Tax audit reports
- Tax assessment letters
- Correspondence with tax authorities
- Corporate structure documents
- Material contracts and agreements
Where necessary, we conduct interviews with management and finance personnel to gain additional insights into tax processes and historical transactions.
3. Comprehensive Tax Review
Our specialists perform a detailed review of the company's historical tax position to identify potential risks, compliance issues, and opportunities for improvement. We evaluate both technical tax matters and practical business implications.
4. Tax Risk Assessment
Each identified issue is analyzed based on:
- Potential financial exposure
- Probability of occurrence
- Regulatory implications
- Impact on transaction value
- Recommended mitigation strategy
Our objective is not merely to identify issues, but to prioritize them according to their business significance.
5. Reporting & Recommendations
Upon completion of the review, we prepare a comprehensive Tax Due Diligence Report that clearly summarizes our findings, supporting analysis, and practical recommendations.
Where appropriate, we also provide transaction-specific recommendations that assist buyers, sellers, investors, or lenders during negotiations.
6. Post-Review Support
Our support does not end with the issuance of the report. We remain available to assist clients with:
- Discussions with investors
- Negotiation support
- Tax risk mitigation planning
- Tax authority inquiries
- Post-acquisition tax integration
- Tax compliance improvements
What You'll Receive
Every Tax Due Diligence engagement concludes with practical deliverables designed to support informed decision-making.
Our deliverables typically include:
✔ Executive Summary: A concise overview of key findings and critical tax risks.
✔ Tax Risk Matrix: A categorized assessment of identified tax exposures based on likelihood and financial impact.
✔ Detailed Findings Report: Comprehensive explanations of identified issues, supporting evidence, and applicable regulations.
✔ Estimated Tax Exposure: Where appropriate, we provide an estimate of potential financial exposure arising from identified tax risks.
✔ Compliance Assessment: An evaluation of historical tax compliance and reporting practices.
✔ Transaction Recommendations: Practical recommendations to support negotiations, purchase price adjustments, indemnities, warranties, or other transaction considerations.
✔ Risk Mitigation Strategies: Actionable recommendations to address identified tax issues and strengthen future compliance.
Industries We Serve
Our Tax Due Diligence professionals have experience supporting businesses across a wide range of industries, including:
- Manufacturing
- Trading & Distribution
- Technology & Digital Businesses
- Financial Services
- Healthcare
- Construction & Infrastructure
- Energy & Natural Resources
- Real Estate & Property
- Consumer Goods
- Retail & E-Commerce
- Hospitality & Tourism
- Logistics & Transportation
- Professional Services
- Start-ups & High-Growth Companies
Each industry presents unique tax considerations. Our approach is tailored to reflect the regulatory environment, operational structure, and commercial realities of each sector.
Why Choose TGS AU Partners?
Choosing the right advisor for Tax Due Diligence can significantly influence the success of a transaction. At TGS AU Partners, we combine technical expertise with commercial insight to deliver practical solutions that help businesses move forward with confidence.
Local Expertise with International Perspective
Our professionals possess a deep understanding of Indonesia's tax regulations while maintaining an international outlook through our membership in the TGS Global network.
Experienced Tax Professionals
Our multidisciplinary team understands the complexities of corporate taxation, transaction advisory, and regulatory compliance across various industries.
Risk-Based Approach
We focus on identifying the issues that matter most. Rather than producing lengthy technical reports, we prioritize practical insights that support informed business decisions.
Tailored Engagements
No two transactions are identical. We customize every Tax Due Diligence engagement to reflect the objectives, timeline, and risk profile of each client.
Integrated Professional Services
In addition to Tax Due Diligence, we provide audit, accounting, tax advisory, transfer pricing, corporate secretarial, business advisory, and transaction support services, enabling clients to access comprehensive professional expertise under one roof.
Commitment to Quality
We are committed to delivering accurate analysis, responsive communication, and practical recommendations that create long-term value for our clients.
Frequently Asked Questions
Who needs Tax Due Diligence?
Tax Due Diligence is commonly performed by investors, business owners, lenders, private equity firms, multinational companies, and organizations involved in mergers, acquisitions, restructurings, or joint ventures.
When should Tax Due Diligence be conducted?
Ideally, Tax Due Diligence should begin before signing or completing a transaction so that identified risks can be evaluated during negotiations.
How long does a Tax Due Diligence engagement take?
The duration depends on the size, complexity, and availability of documentation. Most engagements are completed within several weeks, although larger transactions may require additional time.
What documents are typically required?
Common documents include tax returns, financial statements, tax payment records, transfer pricing documentation, audit reports, tax correspondence, and supporting accounting records.
Can Tax Due Diligence identify future tax risks?
While no review can predict every future event, Tax Due Diligence helps identify existing issues that may create future tax exposures if left unresolved.
Is Tax Due Diligence only for large corporations?
No. Businesses of all sizes can benefit from Tax Due Diligence, particularly when ownership changes, investments, or significant restructuring activities are planned.
What happens if tax risks are identified?
Our professionals explain the nature of each issue, estimate potential financial impact where appropriate, and recommend practical strategies to manage or mitigate the identified risks.
Why should I engage a professional Tax Due Diligence advisor?
Professional advisors provide independent assessments, technical expertise, and practical insights that help businesses make informed decisions while minimizing transaction risks.
Ready to Move Forward with Confidence?
Every successful transaction begins with a clear understanding of the risks involved.
Whether you are acquiring a company, welcoming new investors, restructuring your organization, or preparing for a strategic business transaction, our Tax Due Diligence professionals are ready to help you evaluate potential tax exposures before they become costly liabilities.
Speak with our specialists today to discuss your transaction and discover how our Tax Due Diligence services can support confident business decisions.
About TGS AU Partners
TGS AU Partners is a leading professional services firm in Indonesia providing comprehensive audit, tax, accounting, advisory, and business consulting services to domestic and international clients.
As an independent member of the TGS Global network—an international alliance of independent accounting and advisory firms spanning more than 120 countries—we combine deep local expertise with global perspectives to help businesses navigate increasingly complex regulatory and commercial environments.
Our tax professionals assist clients across every stage of the business lifecycle, from market entry and corporate establishment to ongoing tax compliance, transaction advisory, dispute resolution, transfer pricing, and strategic tax planning. We work with privately owned businesses, multinational corporations, investors, family offices, and public interest entities across a diverse range of industries.
At TGS AU Partners, we believe that effective tax advisory extends beyond compliance. By combining technical excellence, commercial awareness, and a collaborative approach, we help clients identify risks, uncover opportunities, and make informed decisions that support sustainable business growth.
Whether you are entering the Indonesian market, evaluating an acquisition, expanding your operations, or strengthening your tax governance, TGS AU Partners is committed to delivering practical, reliable, and forward-looking solutions tailored to your business objectives.






