Identify Issues In Counterparty Financial Statements

---
name: identify-issues-counterparty-financial-statements
task_id: intellectual-property/identify-issues-in-counterparty-financial-statements
description: Preparing a counterparty risk assessment memo from audited financial statements, a draft supply agreement, and diligence materials, requiring financial stability analysis and contractual risk allocation assessment.
activates_for: [planner, solver, checker]
---

# Skill: Identify Issues in Counterparty Financial Statements

## 1. Subject-matter triage

- Treat the assignment as a counterparty credit-and-contract risk memo, not a pure accounting summary.
- Identify the reporting periods, audit status, and any interim materials before analyzing trends.
- If the materials include more than one entity, period, or scenario, enumerate them first and analyze each separately rather than blending them.
- If only one counterparty or one period is truly in scope, say so explicitly and explain why.

## 2. Failure modes the skill is correcting

- Reading the financial statements in isolation and failing to map each risk to a contract response in the draft supply agreement.
- Missing trend deterioration across periods by focusing on a single balance sheet or income statement snapshot.
- Treating liquidity, leverage, and profitability issues as generic observations instead of tying them to exposure, operational dependence, and default consequences.
- Overlooking audit opinion signals, going-concern language, or note disclosures that materially change the risk picture.
- Describing a problem without closing it with magnitude, source-document linkage, and downstream effect.
- Writing a memo that identifies issues but does not translate them into concrete contractual protections or remediation.
- Using qualitative labels like “serious” or “material” without a uniform severity scale.
- Failing to connect financial distress to termination rights, security, caps, distress triggers, or other risk-allocation provisions.
- Making legal assertions about contractual adequacy without identifying the governing clause or standard supporting the conclusion.

## 3. Legal frameworks / domain conventions that apply

- Financial-statement review should cover liquidity, leverage, profitability, cash-flow sufficiency, working-capital adequacy, and concentration risk.
- Audit opinion language, emphasis-of-matter language, and going-concern disclosures are threshold indicators and should be treated as high-significance diligence signals.
- Note disclosures may be as important as the face financials where they reveal contingencies, litigation, related-party dealings, debt terms, covenant pressure, customer concentration, or off-balance-sheet exposure.
- Trend analysis matters: year-over-year movement in revenue, margins, operating income, net income, cash, debt, and working capital often matters more than any isolated metric.
- Contract review should focus on whether the supply agreement allocates financial distress risk through representations, covenants, termination rights, security, setoff, escrow, performance support, remedies, and liability limits.
- The adequacy of any contractual protection should be assessed against the actual financial risk, not against a generic market-form agreement.
- If the source materials identify a governing legal rule, compliance standard, or contractual threshold, cite it as stated in the materials; otherwise use the controlling doctrine or convention ordinarily applied to that issue.
- Do not state a legal conclusion as if self-evident; anchor it to the relevant clause, disclosure, or governing standard.

## 4. Analytical scaffolds

1. Start with a period-and-document inventory: identify the audited periods, any interim updates, the draft supply agreement, and diligence materials that bear on financial condition or counterparty performance.
2. Compare the available periods for revenue, margins, operating income, net income, cash balances, debt burden, and working capital; note direction, persistence, and volatility.
3. Assess liquidity with attention to cash runway, current obligations, near-term maturities, and any signs of tightening supplier or creditor pressure.
4. Assess leverage and solvency with attention to debt load, interest burden, covenant sensitivity, and the ability to absorb adverse operating changes.
5. Review the audit report and notes for going-concern language, qualification, emphasis-of-matter, contingent liabilities, litigation, related-party transactions, concentration risk, and other hidden liabilities.
6. Cross-reference each financial risk against the draft supply agreement to determine whether the agreement already addresses it, partially addresses it, or leaves it unaddressed.
7. For each gap, identify the contractual lever that would most directly mitigate the risk, such as a financial-condition representation, enhanced default trigger, security package, termination right, or remedy expansion.
8. Test whether the agreement’s liability cap, force majeure language, MAC-type language, and termination mechanics are calibrated to the counterparty’s financial profile.
9. Assess diligence responses for consistency with the financial statements; resolve mismatches, unsupported assurances, and omissions.
10. Where the source materials support it, distinguish between issues that affect creditworthiness, continuity of supply, enforceability, and recoverability.

## 5. Vertical / structural / temporal relationships

- Track how risk changes across time, not just across account lines; a declining trend can be more important than an absolute number.
- Separate current-period liquidity pressure from longer-term solvency pressure, and distinguish both from one-off operational anomalies.
- Link the balance sheet to the income statement and cash-flow evidence; an apparently profitable counterparty may still be liquidly distressed.
- When the draft supply agreement imposes notice, cure, or escalation mechanics, assess whether those mechanics give the client enough time to react to the financial distress identified.
- If the financials suggest near-term deterioration, prioritize protections that operate before insolvency, not after it.
- If there are multiple related risks, organize them from threshold matters to secondary matters: going-concern or audit qualification first, then liquidity and leverage, then concentration and contingent liabilities, then contract gaps.
- Make the memo read as a decision tool: financial condition, contractual coverage, residual exposure, and recommended fix should appear in that order for each issue.

## 6. Output structure conventions

- Write the memo as a counterparty risk assessment memorandum, not as a raw issue list.
- Begin with a short executive summary that states the overall credit and supply-risk view in plain English.
- Use a uniform severity scale for each issue, such as Critical / High / Medium / Low, and define the scale once near the top.
- For each issue, include:
  - the issue and its severity;
  - the magnitude or scale drawn from the source materials;
  - the source-document linkage to the relevant financial statement note, audit language, diligence response, or contract provision;
  - the downstream consequence for the client’s economics, operations, enforcement posture, or supply continuity;
  - the contractual protection present, absent, or inadequate;
  - the recommended fix.
- Keep the discussion issue-based rather than account-based when a single risk spans several line items.
- Distinguish clearly between identified facts, risk inferences, and recommended responses.
- End with a Recommended Actions section that gives imperative next steps, names the responsible role or function, and ties each item to a practical timing anchor tied to diligence, signing, closing, or renewal.
- If the deliverable will be exported to a document format, keep headings conventional and concise so the memo remains easy to convert into a professional work product.