Fairness Opinions and Solvency Opinions

Fairness Opinions

Fairness Opinions are independent third party opinions provided by valuation firms on complex transactions such as a change of control, recapitalization, takeover or merger. The final output of such engagements is generally an objective, independent opinion on the fairness of a transaction and is used by boards of directors, ESOP trustees, auditors for protecting themselves from any future litigation scenario.


Our Fairness Opinions involve robust analytical methodologies, basic due-diligence, comparative company analysis, examination of potential conflicts of interest and a comprehensive scenario based deal-structure analysis.


Solvency Opinions

Solvency Opinions are similar to fairness opinions, and are mainly used by boards of directors, lenders and companies to protect themselves from any subsequent fraudulent conveyance attacks by bankruptcy trustees. Before concluding leveraged transactions or recapitalizations, solvency tests are typically performed to understand if the Company:


  • would have the ability to repay its debts as and when they are mature and due (cash-flow test)

  • positive equity subsequent to the transaction (balance sheet test)

  • would have adequate capital to conduct its business and fuel operations (capital adequacy test)


We conduct in-depth management interviews, perform due-diligence and comprehensive financial analysis in performing the critical steps of a solvency analysis.