Data Controller
A person or organisation determining why and how personal data is processed.

Data Migration
Transfer of client and advice records between systems.

Data Processor
A person or organisation processing personal data on behalf of a controller.

Data-Protection Due Diligence
Review of privacy compliance, processing arrangements, breaches and data-transfer risks.

Data-Protection Impact Assessment (DPIA)
An assessment of privacy risks associated with higher-risk processing or changes.

Data Retention
Rules determining how long client and business records are retained.

Data Room
An online platform used to host due-diligence documents and disclosure bundles.

Data-Sharing Agreement
An agreement governing the sharing and use of personal data between organisations.

Day 1 Plan
The actions required for the business to operate safely immediately after Completion.

Day 1 Readiness
The state of operational and regulatory readiness at Completion.

De Minimis
The minimum value an individual claim must reach before it counts.

Debt Covenant
A contractual financial or operational condition imposed by a lender.

Debt/Indebtedness
In a Completion Accounts deal, the amount of debt in the Target, or acquired company, at Completion.

Debt Service Cover
The capacity of earnings or cash flow to meet interest and principal payments.

Decumulation Clients
Clients drawing income or capital from accumulated assets.

Deductible Basket
A threshold under which only the excess above the threshold is recoverable.

Deferred Consideration
Any part of the consideration not paid at Completion.

Defined Benefit Transfer Advice (DB Transfer Advice)
Advice concerning the transfer or conversion of safeguarded pension benefits.

Directly Authorised Firm (DA Firm)
A firm authorised and supervised directly by the FCA.

Disaster Recovery (DR)
Processes for restoring technology, systems and data following an incident.

Disclosed/Disclosure
The process by which a Seller qualifies warranties by informing the Buyer of relevant facts. Subject to the agreed standard of fair disclosure, it may protect the Seller from warranty claims.

Disclosure Bundle
Documents provided as evidence supporting the disclosures made by the seller.

Disclosure Letter
A letter from a Seller to a Buyer setting out matters in respect of which the warranties are not correct or require qualification.

Dormant Client
A client with whom the firm has had little or no recent activity or engagement.

Due Diligence
The process by which a Buyer asks questions and reviews documentation concerning a target business, including financial, regulatory, tax, commercial and legal matters.