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Due Diligence Checklist for Business Sellers

Reading Time: 2 minutes

Corporate Documents

Articles of Incorporation and Bylaws (or LLC Agreement)

Business licenses and permits

Organizational chart and ownership structure

Board meeting minutes (last 3 years)

Shareholder agreements and stock ledgers

List of subsidiaries and affiliates

Financial Information

Last 3–5 years of financial statements (audited, if available)

Year-to-date interim financials Tax returns (last 3–5 years)

General ledger details

Bank statements

Capital expenditure history

Forecasts, budgets, and financial models

Legal & Compliance

Pending or past litigation documentation

Regulatory compliance and risk assessments

Environmental and safety compliance records

Past and ongoing investigations

Intellectual property (IP) filings: patents, trademarks, copyrights

Contracts & Agreements

Customer contracts (top 10 by revenue)

Vendor/supplier agreements

Loan agreements and debt schedules

Lease agreements (real estate, equipment)

Employment contracts and independent contractor agreements

Joint ventures, partnerships, or franchise agreements

Human Resources

Employee census and compensation structure

Benefits and retirement plans

Stock options, RSUs, or profit-sharing plans

Employment policies and handbooks

Any ongoing or past HR disputesOperations & Assets

Real estate holdings

Fixed asset register

Inventory reports

IT systems and software licenses

Insurance policies and claims history

Equipment leases and maintenance logs

Sales & Marketing

Sales pipeline and funnel metrics

Customer concentration reports

Churn and retention statistics

Marketing and advertising spend

Customer feedback, surveys, and reviews

Social media and brand assets

Growth & Strategy

Business plan and growth strategy

Competitive landscape analysis

SWOT analysis (Strengths, Weaknesses, Opportunities, Threats)

Expansion or product development plans

Pro Tip: Buyers will appreciate a virtual data room with all documents clearly labeled and categorized.

Let’s Explore! Get in touch and we can share all that we have to offer you and your company.

Craig Dickens
Chairman
Seattle Office
Office: 253.327.1493
Mobile: 253.370.8893

Merit Investment Bank as a leading boutique investment bank is focused on entrepreneurial middle-market companies. Merit Investment Bank Executes sell-side M&A, buy-side M&A, and capital advisory services, debt and equity capital raises, corporate finance, and valuation services.

Securities offered through Finalis Securities LLC Member FINRA/SIPC. Merit Investment Bank and Finalis Securities LLC are separate, unaffiliated entities.

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