THE SHORT ANSWER
Define the proposed purchase, then link each important seller claim to records and a qualified review. Investigate earnings, included assets, obligations, premises, contracts, licenses, staff and systems as relevant to the business. Track conflicting or missing information and the next action. A completed checklist is not a guarantee of value, legal compliance, financing or a successful acquisition.
Define the actual purchase and investigation scope
Identify the buyer and seller entities, proposed asset or ownership purchase, included property and rights, excluded items and intended operating model. Have the attorney and accountant clarify the transaction before assuming which liabilities, permissions or records matter.
SBA identifies acquisition documents, contracts, leases, financial statements and professional review.
(SBA: evaluating an existing business purchase)Use that general framework to agree a review scope. A smaller stated price does not remove a business-specific environmental, licensing, employment, tax or technology issue. Identify specialist questions and obtain an appropriate engagement rather than treating this page as a complete investigation.
Build an evidence map by decision
Ask what fact would affect your ability to own, operate or fund the business. Connect the claim to actual records, the relevant reporting period, a reviewer and a follow-up question. A document being uploaded is different from it being reconciled or accepted.
| Claim to investigate | Evidence and reviewer question |
|---|---|
| Reported earnings | Accounts, tax and underlying records; explain differences and recurring costs |
| Included assets | Actual list, condition and rights; identify title, liens and excluded items |
| Operating permissions | Actual leases, contracts and licenses; resolve transfer or new-permission needs |
| Delivery capacity | Staff responsibilities, equipment, suppliers and service commitments |
| Funding needs | Full transaction and operating uses; actual financing conditions |
Use the earnings review and the working-capital guide for their specific definitions. Keep collections, accounting revenue, earnings and available cash separate.
Investigate discrepancies through controlled access
Request the underlying explanation when records conflict. Differences can reflect timing, classifications, missing records or other issues; do not call every variance fraud or accept it without investigation. Record what is unresolved and how it could affect the decision.
FTC guidance supports limiting sensitive information and access to legitimate needs.
(FTC: Start with Security business guidance)Agree authorized recipients, secure delivery and permitted use before reviewing confidential financial, customer or personnel records. Arrange management discussions, customer contact and site visits through the agreed process. Access to a data room is not permission to contact customers or obtain unrelated personal information.
Bring findings to the actual decision
Have relevant advisers explain findings, limitations and the evidence needed to resolve them. Separate an accepted fact, a proposed fix and an unresolved assumption. Evaluate required operating costs and rights before assuming that a lower purchase price solves the problem.
Use the findings register to record actual disposition and the request protocol to obtain missing records. Counsel should assess deadlines, binding terms and any rights to withdraw or renegotiate in the actual agreements. This guide establishes no standard diligence duration, discount, no-cost exit right or automatic contract transfer. Decide using the business-specific evidence and full terms.
Buyer questions
Does completing this map prove the acquisition is safe?
No. It organizes evidence and unresolved questions; it does not eliminate risk or replace specialist review.
Can I contact customers because I have data-room access?
Do not assume that permission. Follow the actual agreed contact and confidentiality process.
Is every discrepancy a reason to cancel?
Investigate it with advisers and assess the actual implications and available options.
Sources and review scope
Source review completed . The sources below support the identified concepts or rules; they do not validate hypothetical amounts or a valuation of your business.
- SBA: evaluating an existing business purchase
Current consolidated planning page, acquisition sections: investment and operating costs, personal fit, infrastructure, investigation and professional document review. Not proof of off-market availability, superior pricing or financing approval. No franchise-specific conclusions taken from this source.
- FTC: Start with Security business guidance
General security practices illustrated through FTC settlement allegations, not findings about this business, a certification, or a complete privacy-law assessment.
Confirm tax, legal, accounting and lending applications with the relevant professionals. Historical market observations describe the stated period and reported sample.
This is educational material. Industry figures and program rules can change; check the original sources and your advisors before applying them to a transaction. Calculator scenarios are not appraisals, lending decisions, or offers.
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