Due Diligence Checklist

Everything you need to verify before signing on the dotted line.

How to use this checklist: Request each item through your Clozur deal room. Sellers upload documents securely; buyers review under NDA. Work through each section with your accountant and attorney before making a final offer.

Financial Due Diligence

□3 years of tax returns (business and personal if sole proprietor)
□3 years of Profit & Loss statements
□Current balance sheet
□Accounts receivable and payable aging reports
□Bank statements (12-24 months)
□List of all business debts and liabilities
□Payroll records and employee compensation
□Inventory valuation (if applicable)
□Capital expenditure history
□Cash flow projections for next 12 months

Legal Due Diligence

□Articles of incorporation / LLC operating agreement
□All business licenses and permits
□Trademark, patent, and IP documentation
□Existing contracts with customers, suppliers, and vendors
□Lease agreements (office, retail, warehouse)
□Employee contracts and non-competes
□Pending or prior litigation history
□Insurance policies (general liability, E&O, workers comp)
□Any regulatory filings or compliance records

Operational Due Diligence

□Organizational chart and team structure
□Standard operating procedures (SOPs)
□Key employee identification and retention risk
□Vendor and supplier relationships
□Operational technology and software tools
□Physical assets list (equipment, vehicles, fixtures)
□Any deferred maintenance or upcoming capital needs
□Owner role and transition plan post-sale

Customer & Revenue Due Diligence

□Top 10-20 customers and % of total revenue
□Customer churn rate (last 12-24 months)
□Recurring vs. one-time revenue breakdown
□Average contract value and contract lengths
□Customer satisfaction / NPS data
□Sales pipeline and backlog
□Marketing channel breakdown (where does revenue come from?)

Technology & Digital Due Diligence

□Domain ownership and DNS records
□Website traffic analytics (Google Analytics / Search Console)
□Social media account access and follower history
□Software subscriptions and SaaS costs
□Data security practices and any past breaches
□E-commerce platform and payment processor accounts
□Email list ownership and subscriber data

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Every seller on Clozur is identity-verified. Request an NDA to unlock financials and start your due diligence inside a secure deal room.

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