Wellrun guide

The documents buyers commonly ask for

Buyers commonly ask early for eleven documents: three years of tax returns and financial statements, this year's management accounts, the lease with its option dates, a staff schedule with leave accruals, employment and contractor agreements, an asset register, a current PPSR search, a dated stock count, the top ten customers by share of revenue, one job written down end to end, and a named holder for every system.

By Wellrun. Last updated 20 October 2026.

Early in most business sales the buyer, or their accountant, asks for a list of documents. How quickly and completely you can answer it tells them a good deal about how the business is run.

Not because the documents are interesting. Because a seller who can produce them quickly is running a business that exists outside their own head, and a seller who cannot is asking a buyer to take a great deal on trust.

Which documents does a buyer ask for first?

Eleven documents come up again and again at the start of a sale process, and nine of them are about what the business owns and what it earns. None is exotic. All of them exist already in most businesses, somewhere.

Which two matter more than the other nine?

One job written down end to end, and every system with a named holder. The nine in the table are all about whether the assets are documented, and none of them touches whether the operation can be handed over, which is the thing that actually determines whether a buyer can run it.

• One job written down end to end. A procedure covering a whole job, from enquiry to invoice, that somebody else could follow. See writing a procedure someone else can follow.
• Every system with a named holder and a recovery contact. The point-of-sale, the bank, the domain, the booking system, the socials: whose name each account is in, and where a reset code goes.

A business that can produce the nine above and neither of these two has proved it owns some vans. It has not proved it can be handed to anyone.

Wellrun has a place for both: the Systems and Logins register for every account and whose name it is in, and The Work for one whole job written down. Start your 7 free days, no card.

Whose name is each account and licence in?

More of them are in the owner's personal name than anybody expects, and that is the single most commonly missed item on the list as well as one of the most expensive. The business handover checklist sets out which systems and logins to list first.

Businesses accumulate things in the owner's personal name: the merchant facility, the domain, the software subscription, sometimes a licence or an insurance policy. It works perfectly, for years, because that person is always there.

At sale it becomes a list of things that do not transfer, or transfer only with somebody else's consent. Go through your systems and your licences and write down, for each one, whether it is in the entity's name or a person's. The list is usually longer than expected, and every item on it is either fixable now or a question you will be answering under time pressure later. Trade licences are issued by each state and territory and rarely pass to a buyer; licences when you sell a business, state by state sets out who issues them and what changes on a sale.

The PPSR search

The Personal Property Securities Register is the national register of security interests in personal property, run by the Australian Financial Security Authority. An online self-service search costs $2.

A buyer will run one. It is worth running one on your own business first, because a registration you had forgotten, or one that should have been discharged years ago, is far better found by you in advance than by a buyer's solicitor mid-negotiation.

Add-backs need documents, not assertions

Most small business sales involve adjusting the reported profit for things a new owner would not incur: an above-market owner's wage, private vehicle use, one-off legal costs.

Every one of those adjustments will be tested, and an adjustment with nothing behind it gets struck out. The payroll record, the logbook, the invoice: each add-back needs the document that proves it.

This is worth doing carefully because of how the arithmetic works at the other end. On a business changing hands at a multiple of earnings, an unsubstantiated adjustment is not just that amount off the price. An add-back that gets struck out is struck out of the earnings the multiple is applied to, which is why the document behind it matters more than the argument for it.

Note what is and is not being said here. Whether a particular adjustment is legitimate is a question for your accountant. What you can do yourself is make sure each one has its evidence attached before anybody asks.

Start twelve to eighteen months out

Not because the paperwork takes a year. Because the things worth fixing take time to become true.

Moving an account out of your personal name takes an afternoon; showing twelve months of it operating in the company's name takes twelve months. Writing a procedure takes an hour; demonstrating that staff actually use it takes a while. The same applies to a customer concentration you would rather reduce and a lease option you would rather have already exercised.

What not to do

• Do not send people records to a buyer because they appeared on a list. Numbers, roles, hours, agreement types and accrued entitlements are usually reasonable. Individual personal files are not. See employee records.
• Do not rebuild the history. Reconstructing records to look tidier than they were is the thing that destroys a deal when it surfaces, and it surfaces.
• Do not treat gaps as fatal. A known gap, named and explained, is a negotiating position. The same gap found by a buyer's adviser is leverage.

This guide is general information about preparing documents. It is not legal, tax, HR, employment, financial, AML/CTF, compliance or appraisal advice, and nothing here is an opinion about what any business is worth. Before going to market, get advice from a licensed professional in your state.