Buying a Business Checklist

Decide whether you are buying assets or shares — the risk profile is completely different.

Confirm what is actually included: plant, stock, IP, domain names, social accounts, customer lists.

Get the last three years of financials and reconcile them against bank statements and BAS.

Confirm the reason for sale and how dependent the business is on the current owner.

Keep the heads of agreement short, and make it clearly subject to due diligence and contract.

Review the premises lease and confirm the landlord will consent to assignment.

Review key customer and supplier contracts for change-of-control and assignment clauses.

Check employee entitlements, awards, and which staff transfer across.

Search the PPSR for security interests over the assets you are buying.

Confirm licences, permits and registrations transfer or can be reissued.

Check IP ownership — including anything built by contractors.

Ask about disputes, ATO debts, and warranty or product-liability history.

Negotiate warranties and indemnities, and a retention or escrow if warranted.

Agree a restraint of trade with realistic scope, area and duration.

Deal with stock, work in progress and apportionments at completion.

Confirm any earn-out or vendor finance terms in writing.

Agree a handover and training period.

Prepare a completion checklist and diarise every post-completion step.