What Documentation Do I Need to Sell My Business?

Deals die from disorganization more often than from bad numbers. Assembling this set before you go to market shortens diligence by weeks and protects your credibility.

Financial

• Three to five years of financial statements plus year-to-date
• Federal and state tax returns for the same period
• Monthly P&L trend and a normalized EBITDA schedule with support for every adjustment
• AR and AP aging, inventory detail, fixed-asset and depreciation schedules
• Debt schedule, leases, and any related-party arrangements

Commercial

• Revenue by customer, product line, and margin
• Customer and vendor contracts, including change-of-control provisions
• Backlog or recurring-revenue detail
• Pipeline and key relationship summaries

Corporate and legal

• Formation documents, cap table, operating or shareholder agreements
• Licenses, permits, bonding, and insurance policies
• Litigation history and open claims
• IP, trademarks, and software licenses

People and facilities

• Census with role, tenure, and compensation
• Employment, non-compete, and contractor agreements
• Benefit plan documents and workers' comp history
• Real property leases, deeds, and environmental reports

At closing

Purchase agreement, disclosure schedules, escrow and any seller-note documents, transition services agreement, and non-compete. Your attorney drafts these — but the schedules are built from the file above, which is why the prep work pays off twice.