DRAFT v0.1 / FILE REF CDD/2026/UK-MID-MKT / INDEPENDENT REFERENCE - NOT M&A ADVICE
§ TYPE 3
T3.

Top-Up Commercial Due Diligence

Incremental scope commissioned off a vendor VCDD reliance package.

§ DIRECT ANSWER

Top-up CDD is commissioned by a buyer that has VCDD reliance from the seller’s adviser. The buyer’s scope tops up where reliance is too narrow: usually fresh customer interviews, an independent risk register and an IC-ready synthesis. UK fee anchor £10-25k boutique / £30-60k Big-4 over 2-4 weeks.

§ 1.1When to use

Sell-side has commissioned a VCDD; the buyer reads it, then commissions a top-up to cover the chapters or counterparties the reliance does not stretch to.

§ 1.2Typical incremental scope

  • Buyer-side customer interviews (independent of seller list)
  • Independent risk register
  • Synthesis chapter and IC summary
  • Bridge to financial DD workbook

§ 1.3Fee anchor

Boutique £10-25k / Big-4 £30-60k.

VERIFIED 21 JUN 2026NEXT REVIEW 21 SEP 2026SRC: ICAEW CF; BVCA Industry Activity 2025-26

Marked-up by Oliver Wakefield-Smith. Draft v0.1, 21 June 2026.