A new global survey has revealed that the vast majority of organisations are ill-prepared for major corporate transactions such as mergers and acquisitions, highlighting widespread operational and strategic gaps that could impede future growth.
The research, conducted by the Diligent Institute in partnership with Wilson Sonsini, Oracle NetSuite, CFO Alliance, and the CFO Leadership Council, found that 97% of organisations face significant challenges in transaction readiness, leaving them unable to move quickly on strategic opportunities. Only 4% of respondents said their governance, risk and compliance (GRC) and financial systems are fully integrated and ready for complex transactions.
Despite ongoing economic turbulence, nearly half of the 233 senior executives surveyed (49%) continue to prioritise mergers and acquisitions or strategic partnerships as part of their growth strategies. Yet many report struggling with limited resources (56%), economic and geopolitical uncertainty (35%), a shortage of experienced personnel (28%), and a lack of board alignment around transactions (31%).
“Organisations that fail to address their glaring transaction readiness gaps risk falling behind in the deal-making landscape,” said Dottie Schindlinger, Executive Director of the Diligent Institute. “Our research points to a clear need for prioritisation at the board level, defining roles and processes, and enhancing data quality. The transaction readiness gap is real and yet entirely addressable.”
Rising caution in deal-making
The study shows that economic volatility is forcing organisations to adopt a more cautious approach. Nearly half of companies surveyed (49%) have delayed deals, while 46% have adjusted financial models and 40% have enhanced due diligence as a direct response to current conditions.
“Economic uncertainty makes it very difficult for business leaders to make decisions,” said Rich Mullen, Partner in Wilson Sonsini’s M&A Practice. “It leads to a higher probability of diverging views on valuations and fears of making the wrong decision because of poor information.”
Confidence in transaction readiness remains low, averaging just 5.7 out of 10 among respondents. Public companies were found to be more likely to enhance due diligence and risk assessments than private firms (49% versus 37%), while private companies were more likely to reduce hiring (27% versus 17%) as a response to economic pressures.
Technology adoption remains low
The survey also highlights slow adoption of advanced technology in transaction processes. Only 5% of organisations currently use AI-powered tools for evaluations or data collection, despite growing recognition of AI’s potential to transform due diligence and risk management.
“Many organisations remain stuck in analogue transaction processes, which means they are missing out on digital advantages,” said Nithya Das, General Manager and Chief Legal Officer at Diligent. “Modern tools like AI-integrated platforms could streamline deals significantly. Technology adoption directly addresses the operational risks companies frequently cite.”
Even among organisations using AI, most applications are still basic, focusing on document review, clause and risk flagging, and anomaly detection. As AI capabilities advance, more organisations are expected to integrate the technology into their transaction workflows.
Board alignment and leadership gaps
The research also reveals governance challenges that further undermine transaction readiness. Fewer than half of boards (42%) are actively engaged in shaping transaction strategy, while nearly a third (31%) of organisations want improved board communication and oversight in this area.
Most companies (77%) say the CEO leads transaction efforts, followed by the CFO (28%) and dedicated corporate development teams (20%). Private companies are more likely to rely on the CEO (83%) compared to public firms (65%), which report a broader leadership mix.
“Economic turbulence has put CFOs at the centre of the conversation, forcing them to be translators of risk and architects of optionality,” said Nick Araco, CEO of CFO Alliance. “CFOs tell us they are not just slowing deals but actively using this environment to strengthen governance, stress-test assumptions, and ensure their organisations will be ready to move quickly when conditions improve.”
Building readiness for future opportunities
Looking ahead, respondents identified several areas where improvements are most needed, including clearer transaction roles and processes (42%), stronger personnel development (40%), and better data quality (35%). Many also pointed to the importance of proactive governance, regular assessments of long-term plans, and maintaining “always-on” readiness even during uncertain times.
“The volatile economic landscape and rapid market shifts require not only operational efficiency but also strategic legal planning and risk management,” added Mullen. “Now is the critical moment for leaders to understand how top-performing organisations are preparing for major deals, enabling them to transition from episodic preparation to an ‘always on’ business discipline.”
The full report, “Ready for the deal: Transaction readiness in turbulent times,” is available from the Diligent Institute. It offers a detailed breakdown of how organisations worldwide are approaching transaction readiness and where they need to evolve to stay competitive.
