Technical Due Diligence for Software Companies | Anexia

Technical due diligence for software companies

Product demonstrations and growth plans do not reveal which technical obligations, dependencies and operational risks are taken on with a transaction. With technical due diligence, we offer you a decision-oriented assessment of the technical substance, including clearly traceable limits of the investigation.

Assess technical substance for an investment decision

Our offering is aimed at investors, buyers and management teams ahead of an investment or acquisition. For companies in Germany, Austria and Switzerland, we plan technical due diligence based on the existing systems and the collaboration required.

In a technology assessment, we align the investigation with the reason for the decision. An investment, acquisition or significant product investment may bring other questions to the fore than an internal modernisation. We examine agreed technical and organisational aspects, for example architecture, delivery capability, dependencies and the traceability of operations. The scope of accessible information limits the validity of the findings and is stated transparently.

In software due diligence, statements from interviews are cross-checked against existing artefacts. A documented process may be lived differently in practice; conversely, an incomplete document does not automatically mean a lack of technical competence. In technical due diligence, we link findings with their possible consequences for development, operations and planned changes. Open questions are given a clear priority for further review. Legal or commercial assessments are separate tasks. In this way, technical due diligence provides a traceable technical basis for decisions with documented observations, identifiable uncertainties and concrete topics for further negotiation or integration planning.

Scope of services for technical due diligence

The agreed scope of the technology assessment can include the following results: an assessment plan, document review, interviews, technical spot checks and a prioritised results report. For every significant result, we define what it is for, who reviews it and in what form it is handed over. This allows development, operations and procurement to assess the same service. Vague umbrella terms in the proposal are replaced by concrete work packages.

Software due diligence also includes coordinating the necessary interfaces with your team. We clarify access, contacts and available testing options before the implementation steps concerned. Changes to the scope are described together with their impact on effort and sequence. This gives you a clear overview of delivered results, prerequisites that are still open and additional requests.

The key technical decision in technical due diligence

The depth of the assessment follows the transaction question. Architecture, security, operations, team knowledge and technical debt are assessed in their shared business context. In technical due diligence, we document the relevant assumptions and justify the chosen variant. Significant alternatives are considered against the same business requirements. This makes later adjustments easier if load, data volumes or organisational responsibilities change.

A sound decision also takes maintainability and handover into account. In the technology assessment, we examine which skills exist internally and what additional support is needed. Technical possibilities are thus linked to a realistic operating model. The client can see which tasks will recur regularly after the project and which decisions remain with them.

What supports good decisions.

Security and sovereignty are not labels.

Technical consulting

Label findings by strength of evidence

In a transaction assessment, not every piece of information is equally reliable. Statements in interviews, existing documentation and directly verified technical observations are therefore distinguished. Missing access can limit the assessment and is explicitly documented as a gap in the investigation.

  • Putting the decision before the detailed analysis
  • Comparing options under the same conditions
  • Appropriately limiting insight into existing systems
  • Connecting architecture with the team
  • Planning migrations as a business transition
  • Communicating open risks clearly

Risks and acceptance in technical due diligence

A finding may remain unproven because of missing access. Such gaps must be distinguished from shortcomings that have actually been proven. In software due diligence, we treat this point as a concrete question to be examined. A risk is linked to the affected process, its potential impact and a suitable measure. Where prerequisites are still missing, the statement remains explicitly open until the necessary investigation has taken place.

We cross-check statements against code, operational evidence and traceable workflows and indicate how robust each significant finding is. In technical due diligence, we record the starting situation, the tested configuration and the result. Acceptance relates to the agreed scope. Open limitations are documented visibly and assigned to a next step with a clear owner. This allows your team to distinguish between proven functionality, a deliberate decision and an assumption that is still unconfirmed.

Project example as an illustrative scenario

The following scenario is an illustrative example and not a customer reference. An investor is assessing a SaaS company whose product has grown quickly and was partly developed with AI assistance. In technical due diligence, the assessment brief would be derived from the transaction question. Relevant aspects might include the capacity for further development, rights to the code, operational dependencies and the feasibility of the product roadmap. Not every technical detail would have the same value for the decision.

In technical due diligence, interviews would be combined with traceable documentation and selected technical spot checks. A documented release path could be compared with a build that was actually run. Statements about scaling would be put into context using existing measurements, the architecture and known limits. Inaccessible information would have to be marked as a gap in the investigation. The fact that individual parts of the code were created with assistance tools would not in itself be a judgement on quality; what would remain decisive are verifiable rights, functionality, maintainability and dependencies.

The result of the technology assessment would be a decision-oriented presentation of findings and uncertainties. It would include documented strengths, significant risks and questions for further review or negotiation. A technical investigation would not replace a legal, tax or financial assessment. It should, however, show which assumptions of the planned transaction appear technically sound and which require additional evidence. The report would distinguish between observed facts, plausible assessments and claims that cannot currently be verified.

Our experience and our engineering approach

We combine custom software development with the technical tasks of introduction and further development. In technical due diligence, we bring the perspectives of application, integration and operations into a shared workflow. Business requirements remain linked to the technical decisions. You work with a defined scope of services and traceable results.

Our experience should be concretely verifiable for your project. That is why, in a technical exchange, we explain how we investigate the relevant risks, which work results are planned and how your team can assess them. In the technology assessment, we align the roles involved with your actual needs. Available references are presented with their respective project and company context; confidential customer details are not used as general marketing claims.

Effort for the technology assessment

The size of the transaction, the time window, access rights and the quality of the data room determine the assessment effort. We therefore calculate technical due diligence on the basis of a defined scope and explicitly stated prerequisites. A first analysis step can make sense if essential technical information is still missing. Afterwards, work packages and acceptance criteria can be agreed on a more reliable basis.

Technical due diligence can be organised as a limited project, as joint implementation with your team or with subsequent support. Rights of use, access, documentation and responsibilities are clarified in the contract. Ongoing operating hours, response times and external consumption costs are separate agreements. This keeps it clear which services are provided once and which tasks recur regularly after the introduction.

Boundaries of technical due diligence

The technical investigation does not replace legal, financial or tax due diligence. In software due diligence, we set out this boundary in the proposal. Required additional services are included with their business rationale and are not silently assumed. This allows your team to plan for suitable internal skills and divide the overall work sensibly between the parties involved.

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certified management systems: ISO 27001, ISO 9001 and ISO 14001
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Frequently asked questions from technical decision meetings

Request a technical first conversation

Planning software due diligence? Tell us which transaction decision is being prepared, which technical documents are accessible and which questions about the product, team or operations are particularly critical. This information helps us agree with you on the right starting point and the technical inventory required. Send your enquiry to ADE-office@anexia.com with the subject "Technical due diligence for software companies".