Closing checklist
A closing checklist is the master list of every document, signature, payment and consent a business sale needs before the deal can complete — condition satisfaction, corporate approvals, funds flow, licence transfers and insurance in force. Whoever holds the working version is effectively running the closing.
A purchase agreement describes what has to happen at closing; the checklist is what makes it actually happen on the day. It is normally built by the lawyer handling the deal, shared with both sides, and updated continuously as items move from outstanding to complete — because a closing that looks two weeks away can collapse into a single afternoon once financing, licensing and consents finally line up together.
What it typically tracks
- Satisfaction or waiver of every closing condition in the agreement
- Corporate approvals — board and shareholder resolutions authorizing the sale
- Consents from landlords, franchisors and key suppliers
- Licence and permit transfers or new applications
- Insurance bound and evidenced as of the closing date
- The funds flow statement and where the holdback is going
Why one person has to own it
A checklist that everyone can edit and no one owns tends to drift — items get marked done before they actually are, or sit untouched because each side assumes the other is handling them. The working version should have a single owner, usually the closing lawyer, with a clear status and a named responsible party against every line.
Sources
This definition is checked against primary sources. Links were last confirmed on the dates shown.
- 01Canada Revenue AgencyGovernmentSelling a business
- 02Treadstone LawLegal commentaryConditions Precedent to Closing in an Ontario Business Sale Agreement
- 03Treadstone LawLegal commentaryHow Money Actually Moves on Closing Day in an Ontario Business Sale
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