Deal Team

You're planning to sell.
Most founders get
the team wrong.

They hire a lawyer too late. They hand over unclean financials. They walk into buyer conversations unprepared — and lose leverage they'll never get back.

When you work with Papertoaster, you get a coordinated deal team — legal, accounting, and advisory — working together from day one.

The Problem

What most founders don't realise until it's too late

Selling a business isn't just a negotiation. It's a process with moving parts — and every part has to be ready before the buyer shows up.

The deal falls apart — or the price drops — when:

  • Financials haven't been normalised and the buyer's DD team finds inconsistencies
  • The lawyer is brought in at SPA stage instead of from the start
  • The founder can't answer basic questions about working capital or tax exposure
  • Documents are scattered, outdated, or missing entirely

None of this is your fault. You've been running a business, not preparing for a transaction. That's exactly what we're here for.

The Deal Team

What we bring to your deal

M&A Legal

Vetted counsel who understand deal dynamics

We coordinate with M&A legal counsel across Singapore, Malaysia, and Indonesia — professionals who understand deal dynamics, not just corporate compliance. Briefed early, aligned to your timeline, and focused on protecting your position from LOI to close.

Accounting & Due Diligence

Deal-ready accountants who know how buyers read numbers

Your books get cleaned up, your EBITDA gets properly normalised, and your data room gets built — before a buyer ever asks for it. No surprises in due diligence.

Advisory & Deal Management

One team holding the whole process together

This is where Papertoaster sits. We coordinate legal and accounting, manage buyer communications, and make sure every decision moves you toward a clean close at the right number.

M&A Legal

What we handle

Most sellers don't need a top-tier corporate law firm. They need a sharp M&A lawyer who's done deals at their size and knows how to move fast without missing the details.

We match you to the right counsel based on deal size, jurisdiction, and complexity — then stay involved throughout.

  • Sale & Purchase Agreement (SPA) drafting and review
  • Representations, warranties, and indemnity structuring
  • Regulatory and compliance filings — Singapore, Malaysia, Indonesia
  • Escrow arrangements and completion mechanics
  • Earnout, equity rollover, and deferred consideration clauses
  • NDA, LOI, and heads of terms — aligned before negotiations begin
Accounting & Due Diligence

What we handle

Buyers don't just look at your revenue. They look at the quality of your earnings, the stability of your cashflow, and how much owner dependency is baked into the numbers.

We prepare your financials so that story holds up under scrutiny — and works in your favour.

  • Normalised EBITDA and owner add-back workings
  • 3-year financial statement review and gap remediation
  • Working capital baseline and cashflow analysis
  • Buyer DD data room — structured, complete, and ready to open
  • Tax exposure review and liability flagging
  • Valuation support grounded in real SEA market comparables
The Process

How we run it

You have one point of contact. We handle the rest.

1

Deal Readiness Assessment

Before anything else, we assess where you actually stand — financials, operations, legal structure, and timeline. Most founders are surprised by what needs to be addressed before they're truly sellable.

2

Team Assembly

We bring in legal and accounting professionals suited to your deal — not the most expensive option, but the right one. You're not paying big-firm rates for a $3M transaction.

3

Pre-Deal Preparation

This is the work that separates clean exits from messy ones. We fix what needs fixing, prepare what needs preparing, and make sure you're never caught off-guard in a buyer conversation.

4

Buyer Process & Negotiation

When buyers come to the table, we're already ahead of them. Legal is briefed, financials are packaged, and you know your numbers. That's where leverage comes from.

5

Execution & Close

We manage the flow between all parties — legal, accounting, buyer, and seller — through to a completed transaction. No dropped balls. No last-minute surprises.

Jurisdictions

Where we operate

We've coordinated exits across three jurisdictions — each with its own regulatory requirements, buyer expectations, and deal norms.

Singapore

ACRA compliance, straightforward SPA frameworks, and a mature buyer ecosystem. Most of our cross-border deals are structured through Singapore entities.

Malaysia

SSM requirements, Bumiputera considerations where applicable, and a growing mid-market M&A landscape. We know the nuances that catch foreign advisors off guard.

Indonesia

BKPM regulations, local ownership structures, and a buyer pool that requires careful navigation. We work with on-the-ground legal counsel who understand how Indonesian deals actually close.

Common Questions

What founders usually ask

Do I need to find my own lawyer and accountant?

No. We have an existing network of deal-ready professionals across Singapore, Malaysia, and Indonesia. We'll match you to the right fit based on deal size, jurisdiction, and timeline — and we'll stay involved to make sure the work gets done properly.

How are legal and accounting fees structured?

Legal and accounting professionals are engaged directly and billed separately based on scope. We'll advise you on what's appropriate so you're not overpaying for overhead that doesn't serve your deal.

What if I already have an accountant or lawyer?

We can work with them — as long as they understand deal dynamics, not just compliance. We'll assess early and flag any gaps before they become problems.

When should I start?

Earlier than you think. The founders who exit well typically start preparing 12 to 24 months out. The earlier we normalise your financials and tighten your structure, the stronger your valuation and the cleaner your close.

What size deals do you work on?

We focus on SME exits in the USD 1M to 20M enterprise value range across Singapore, Malaysia, and Indonesia. That's where we know the buyers, understand the numbers, and can move with precision.

The Difference

What a prepared exit looks like

Founders who go through this process don't just sell — they sell well.

  • They know their valuation before a buyer names a number

  • Their financials are clean and their story holds up under DD

  • Their legal team is briefed and their documents are ready

  • They negotiate from a position of confidence, not catch-up

  • They close without last-minute renegotiation eroding the price

That's the difference between a reactive sale and a prepared one.

Start the Conversation

If you're thinking about selling in the next 12 to 36 months, now is the right time to talk.

We'll assess your deal readiness, tell you what needs to be done, and show you what the right team looks like for your situation.

No obligation. Strictly confidential. Available across Singapore, Malaysia, and Indonesia.