Close & hand over
Close & Hand Over: Due-Diligence Coordination Through Financial Close to Operational Transition
We convert a selected bidder or investor into a fully financed, legally binding concession — coordinating due diligence, finalising definitive agreements, tracking conditions precedent, and managing the handover of assets, staff and obligations so operations continue without disruption.
Typical duration · 10-16 weeks from term sheet to financial close; transition support continues 4-8 weeks post-close
Samples generated 07 Sept 2026, 07:54 am ISTWhat happens in this step
- 01Coordinate legal, technical, financial and environmental due diligence requested by lenders, investors and their advisors, consolidating data room responses
- 02Negotiate and finalise definitive agreements — concession/PPP agreement, shareholders' agreement, O&M contract, escrow and lender direct agreements
- 03Build and track a conditions-precedent (CP) matrix across authority, concessionaire and lender obligations with owners and target dates
- 04Support financial close mechanics — drawdown conditions, security creation, DSRA funding, insurance placement and CP evidence certification
- 05Manage the transition plan — asset handover, employee transfer/absorption, contractor novation, data and records migration, public communication
- 06Certify financial close and issue the completion memorandum triggering construction/O&M mobilisation
- 07Track post-close obligations — reporting covenants, performance security, milestone certificates and authority approvals for an agreed run-in period
What we need from you
- Signed term sheet or Letter of Award with agreed commercial terms
- Draft concession/PPP agreement and schedules from structuring stage
- Lender/investor due-diligence checklists and information requests
- Existing employee, contractor and asset registers for transition planning
- Authority approvals, land title and regulatory clearance status
- Insurance and security/collateral requirements from financiers
- Nominated transition and handover contacts from outgoing operator/authority
Worked example (anonymised, illustrative)
150-Bed Multi-Specialty District Hospital DBFOT Concession · 150 beds, diagnostics, OT block and 25-year O&M concession · Central India
A state health authority selected a private operator to design-build-finance-operate-transfer a new district hospital; this phase covered due-diligence coordination, agreement finalisation, financial close and transition from construction handover to trust for facility management.
Sample deliverables from this step
Every sample below is analyst-written and anonymised for illustration — structure and depth mirror our real deliverables; figures and names are not from any client engagement.
Illustrative · Growthifye-preparedConditions Precedent (CP) Tracker
Live matrix of all CPs across authority, concessionaire and lender workstreams, with responsible owners, evidence documents and target closure dates.
Sample excerpt · CP Tracker — Extract — illustrative figures
| CP Item | Responsible Party | Status | Target Date | Evidence Document |
| Land handover certificate | State Health Authority | Closed | Wk 2 | Possession letter |
| Environmental clearance renewal | Concessionaire | In progress | Wk 5 | Consent-to-establish copy |
| Debt sanction letter | Lenders | Closed | Wk 4 | Sanction letter, term sheet |
| Insurance placement (CAR + PI) | Concessionaire | In progress | Wk 6 | Cover note |
| Performance security (bank guarantee) | Concessionaire | Pending | Wk 7 | BG instrument |
| Escrow account opening | Authority + Lenders | Closed | Wk 3 | Escrow agreement |
| Staff transfer consent (existing OPD staff) | Authority | In progress | Wk 6 | Transfer order |
- Tracker updated weekly and shared with authority and lender counsel
- Escalation path defined for CPs at risk of delaying financial close
Illustrative · Growthifye-preparedDefinitive Agreement Term Summary
Plain-language summary of key clauses in the concession, O&M and financing agreements, mapped to risk allocation and termination provisions.
Sample excerpt · Definitive Agreement — Key Terms Summary — illustrative figures
| Clause | Agreement Reference | Key Term | Risk Allocation |
| Concession period | Concession Agreement, Cl. 4 | 25 years from COD | Concessionaire operating risk |
| Viability gap funding disbursement | Concession Agreement, Cl. 12 | 30% of capex, milestone-linked | Authority payment risk |
| Change in law | Concession Agreement, Cl. 21 | Compensation for qualifying changes | Shared, capped at 5% of project cost |
| Termination for authority default | Concession Agreement, Cl. 28 | Termination payment = debt + equity IRR floor | Authority |
| O&M performance standards | O&M Agreement, Sch. 3 | Bed occupancy, hygiene, uptime KPIs | Concessionaire, penalty-linked |
| Step-in rights | Lenders' Direct Agreement, Cl. 9 | Lender step-in on payment default | Lenders |
- Summary reviewed jointly by authority and concessionaire legal counsel before execution
- Full agreements remain the binding legal reference
Financial Close Funding Summary
Consolidated sources-and-uses statement confirming committed debt, equity and grant funding at financial close, with drawdown conditions.
Sample excerpt · Sources & Uses at Financial Close — illustrative figures
| Source | Amount (INR Cr) | Instrument | Tenor | Rate/Terms |
| Senior term loan | 72 | Rupee term loan | 15 years | G-Sec + 2.1% |
| Sponsor equity | 28 | Equity + subordinated debt | Project life | IRR-linked return |
| Viability gap funding (Authority) | 18 | Milestone grant | Construction period | Non-repayable |
| DSRA funding | 6 | Cash-backed reserve | Ongoing | — |
| Total sources | 124 | — | — | — |
| Total uses (capex + IDC + reserves) | 124 | — | — | — |
- Model reconciled with lender financial model prior to disbursement
- DSRA and reserve funding confirmed as a CP for first drawdown
Transition & Handover Plan
Week-by-week plan covering physical asset handover, staff transfer, records migration and public communication through to operational start.
Sample excerpt · Transition Plan — Milestone Schedule — illustrative figures
| Milestone | Responsible | Target Week | Deliverable | Status |
| Site possession handover | Authority | Wk 1 | Signed possession memorandum | Closed |
| Existing staff transfer briefing | Authority + Concessionaire | Wk 3 | Transfer orders issued | In progress |
| Medical records/data migration plan | Concessionaire | Wk 5 | Migration protocol document | In progress |
| Public notification of operator change | Authority | Wk 6 | Public notice, patient helpline | Pending |
| Mobilisation of O&M team | Concessionaire | Wk 7 | Staffing plan, roster | Pending |
| Commercial operations date certification | Independent Engineer | Wk 12 | COD certificate | Pending |
- Plan aligned with authority's patient-continuity requirements
- Independent engineer certifies COD before O&M payments commence
Outcomes
- Financial close achieved on schedule with all conditions precedent satisfied and evidenced
- Definitive agreements executed with balanced risk allocation and no unresolved legal gaps
- Seamless operational transition with continuity of services and no disruption to end-users
- Clear post-close obligation tracker handed to the authority and concessionaire for ongoing compliance
Questions clients ask
Who coordinates due diligence between lenders, authority and concessionaire?
We act as the central coordination point, consolidating data-room queries, tracking responses and flagging any diligence findings that could delay financial close.
Does this step apply to energy assets as well?
Yes — the same CP-tracking, definitive-agreement and financial-close discipline applies directly to transmission line BOOT concessions, generation asset sale-and-leaseback deals, or renewable PPAs, with lender and off-taker-specific CPs substituted.
What happens if a condition precedent is delayed?
We maintain an escalation protocol with authority and lender counsel, proposing waivers, extended long-stop dates or interim arrangements to keep financial close on track.
