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Buying a business · free guide

Buying a business: preparation guide

You are not buying a story. You are buying cash flow quality, transferable relationships, and liabilities you may inherit.

Slow diligence is cheaper than a fast closing you regret.

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Independent storefront at golden hour, small business ownership
Before ClausePrep

Before ClausePrep

The story is exciting. The broker book looks clean. FOMO says close before someone else does.

After ClausePrep

After ClausePrep

You buy cash quality, not a story. You know what would kill the thesis — and you can walk without self-doubt.

First filters

  • Why is the seller exiting, really?
  • Do tax returns and bank deposits support the broker book?
  • How concentrated are customers and suppliers?
  • Can the lease and key contracts transfer?
  • What does the business look like if revenue drops 20%?

Diligence is a sequence

Thesis first, then numbers, then legal, then people. Do not skip to branding ideas before cash is real.

Structure protects you

Escrow, working capital pegs, seller notes, and clear asset lists are how buyers survive surprises.

Free sample for this situation

Sample questions and state notes free. The full checklist, scripts, leverage, timeline, and printable export unlock after you see the sample works for you.

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A few details

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Buying a business · Step 1 of 3

Answer each step, then continue. Tap Edit on a prior answer to change it.

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Questions

01

Asset sale or stock sale?

Often asset sales for small deals, but tax and liability tradeoffs are deal-specific. Get professional advice on structure.

02

When do I involve a lawyer?

Before the LOI if possible, and always before the purchase agreement is final.

Educational content only. ClausePrep is not a law firm and does not provide legal advice. For material decisions, consult a licensed professional in your jurisdiction.