Due Diligence vs Internal Audit: Why Both Matter for Business Success

Afeel Hassan K
Senior Associate, Audit & Assurance

10-Oct-2025

In today’s fast-moving business world, companies face constant decisions — whether it’s entering into a new partnership, acquiring another business, or simply keeping day-to-day operations running smoothly. Two powerful tools that help organisations navigate these decisions are due diligence and internal audit.

At first glance, they may sound similar since both involve careful review and evaluation. But in reality, they serve very different purposes. Let’s break it down.

What is Due Diligence?

Think of due diligence as a health check before commitment. Before signing a partnership, making an investment, or acquiring another company, businesses conduct due diligence to verify facts, uncover risks, and confirm that what’s being promised matches reality.

It typically involves reviewing financial statements and tax liabilities, legal and regulatory compliance, contracts and obligations, market reputation, and operational risks.

In short, due diligence is about answering one critical question:

 “Is this deal worth it, and are we safe moving forward?”

Due diligence is generally a one-time activity conducted before a transaction and is primarily focused on external parties such as investors, acquirers, or potential partners. Its outcome is a detailed report highlighting risks, liabilities, and opportunities to support informed decision-making.

What is Internal Audit?

Unlike due diligence, internal audit isn’t a one-time activity. It’s an ongoing process that ensures a business is operating efficiently, ethically, and in line with policies and regulations.

An internal audit examines internal controls and risk management frameworks, compliance with laws and policies, fraud prevention and detection, operational efficiency, and IT systems and data security.

The goal is to provide management and the board with continuous assurance that the organisation’s operations are sound, risks are managed, and governance is strong. Internal audits are periodic, internally focused, and aimed at strengthening processes and improving overall efficiency.

Key Differences in Focus and Purpose

The key difference between the two lies in their timing, focus, and objectives. Due diligence is conducted before a business decision to assess external risks and verify facts, helping stakeholders decide whether to move forward. Internal audit, on the other hand, is a continuous, internal process that monitors and improves operations, ensuring long-term compliance, efficiency, and risk management.

In simple terms, due diligence protects a company before a decision, while internal audit protects it after the decision is made. Both are essential: one acts as a shield for new ventures, and the other serves as a safety net to maintain organisational integrity over time.

Final Thoughts

Relying on just one of these practices isn’t enough. Without due diligence, a business risks walking into deals with hidden liabilities. Without internal audit, inefficiencies, fraud, or compliance issues could gradually erode the organization’s foundation.

Smart companies invest in both. Together, due diligence and internal audit build trust, reduce risk, and create lasting value, ensuring that decisions are both sound at the outset and sustainable in the long run.

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