For buyers
Due Diligence Checklist
What to review before you buy a business — the questions that separate a good deal from an expensive mistake. Sellers: prepare these and you'll close faster and at a stronger price.
Financial
- ✓3 years of accounts, plus year-to-date management accounts
- ✓Revenue by customer, product and month (check for concentration)
- ✓Normalised EBITDA / SDE with add-backs explained
- ✓Aged debtors and creditors, and cash-flow trends
- ✓Bank statements reconciled to the accounts
Legal & corporate
- ✓Company structure, share register and cap table
- ✓Material contracts and their change-of-control clauses
- ✓Any litigation, disputes or outstanding claims
- ✓Intellectual property ownership and registrations
- ✓Regulatory licences and compliance status
Commercial
- ✓Top customer contracts, terms and retention history
- ✓Supplier agreements and dependency risks
- ✓Pipeline, recurring revenue and churn
- ✓Competitive position and market trends
Operational & people
- ✓Org chart, key staff and how dependent the business is on the owner
- ✓Employment contracts, benefits and any liabilities
- ✓Premises, leases and key equipment
- ✓Systems, software and data ownership
Tax
- ✓Filed returns and any open enquiries
- ✓VAT/sales-tax position and payroll taxes
- ✓Historic tax risks that could transfer in a share sale
Running diligence on a deal?
SellSide listings come with a secure data room, and our advisors can run the full diligence process for you — from first review to completion.
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Book a no-obligation call and we'll tailor this checklist to the business you're looking at.