Steps Needed to complete a Purchase of a typical Business (without real estate)

Activities Needed to Transfer Ownership of a Business and the responsible Party/s for each task  (this happens to be for a Restaurant purchase (does not apply to all business types)

Red - do during Due Diligence period
Green - after Due Diligence, prior to closing
Yellow - done at Closing
White - after Buyer closes and is the Owner (training period)

  • Set up appointment with Attorney to discuss items in Green below (Buyer or Seller)
  • Set up appointment with Seller to go over due diligence items (Buyer)
  • Come to Agreement with Seller for training period (per listing) (Seller)
  • Review operation of equipment (Seller)
  • Review books/receipts showing sales and purchases (Seller)
  • Review procedures that current employees follow (Seller and Staff)
  • Clarification of the terms on any equipment that is leased (Seller)
  • Find out who are the Vendors/Suppliers and terms for payment (Seller)
  • Review Utility Bills and who pays what (landlord or Buyer) (Seller)
  • Review the Lease Buyer will sign at closing (Buyer and Attorney)
  • Sign Completion of Due Diligence Form (Buyer)
  • Creation of a new name for the business (Attorney)
  • Obtain Buyerr IRS Tax Id # (Buyer online)
  • Set up a bank account and order checks (Buyer)
  • Application for an occupational license (Attorney)
  • Setting up for sales tax collection (Attorney)
  • Transfer any software licenses (POS, etc) (Seller)
  • Agreement on value of inventory (Buyer and Seller)
  • Filing of the UCC with the state (to secure equipment) (Attorney)
  • Check for any liens on the business (Attorney)
  • Transfer of the lease or signing a new one (Attorney)
  • Transfer of inventory (Purchase from Seller)
  • Bill of Sale (Attorney)
  • Transfer Utilities (Buyer and Seller)
  • Setting up Payroll (Seller)
  • Decide which employees Buyer will be keeping
  • Application/transfer of the beer and wine license (Buyer)
  • Notification of the staff (Buyer should be there for the introduction) (Seller)
  • Talk to each employee about how Buyer will be operating the business (Buyer)
  • Training on the POS system and kitchen equipment (Seller)
  • Order and install signs and create menus (Buyer)
  • Inspection by Health Dept (Buyer)
  • ​You did it!