What documents do I need to sell my business?

Buyers, their lenders, and their lawyers ask for the same core documents in almost every deal. Having them organized before you list saves time and signals that the business is well run.

Financial and tax records

Expect to provide several years of financial statements, corporate tax returns, and current bookkeeping, reconciled so the numbers match what was filed with the CRA. Buyers and their accountants will want any add-backs to reported earnings explained and supported, not just asserted.

Corporate and legal records

Gather your articles of incorporation, minute book, shareholder register, and any shareholder agreements, along with material contracts: leases, supplier agreements, customer contracts, equipment leases, and franchise agreements if applicable. Confirm which contracts can be assigned to a buyer and which need landlord or counterparty consent.

Assets, liabilities and licences

Prepare a list of equipment and other assets with condition and approximate age, an accounts receivable and payable summary, and details of any outstanding debt or liens. Depending on your industry, a buyer may also need proof of good standing with a regulator, such as a clearance certificate confirming there are no outstanding workplace insurance premiums owing on the business.

Employee and operational information

Have a list of employees, roles, wages, and length of service ready, along with any collective agreements, since employee obligations can transfer to a buyer depending on how the deal is structured. Standard operating procedures and key customer or supplier relationships should also be documented so the business does not look entirely dependent on you.

Keep it organized in one place

Put everything into a single, organized data room, whether that is a shared drive or a dedicated platform, with a clear folder structure and a version that is kept current as new statements or contracts come in. A disorganized pile of documents handed over piecemeal during due diligence slows the process down and makes buyers nervous, while a tidy package signals a business that is genuinely ready to change hands.