Guides

The online business due diligence checklist

Due diligence is where a good price is protected and a bad deal is caught. The listing is the seller’s story; diligence is you verifying it. This is the checklist — financial, traffic, operational and legal — to run before you wire a cent.

Financial checks

Verify revenue at its source: connect to the payment processor, the ad network, the store dashboard — never trust a screenshot. Reconcile the claimed profit against those figures over the trailing twelve months, and confirm the trend is stable rather than a spike being sold at the top.

Interrogate the add-backs one by one: an expense added back to inflate SDE that the business actually needs is real profit the buyer will lose. Separate the owner’s genuine pay from costs the business cannot run without.

Traffic and revenue concentration

Find the single point of failure. How much of the traffic comes from one keyword, one platform, or one referral source? How much of the revenue from one customer, one product, or one advertiser? A business that gets 80% of its visits from one Google query is one algorithm update away from zero, whatever its history says.

Check the durability of the top channels: are the rankings, the ad account, or the marketplace listing something the buyer keeps on transfer, or something tied to the seller?

Operational checks

Price the owner out. What does the seller personally do each week, and what will the buyer have to replace — a skill, a relationship, hours of work? A business that runs on documented systems is worth more and safer than one that runs on the founder’s head.

Confirm the tools, suppliers and team transfer: software subscriptions, supplier terms, freelancers or staff, and any content or code the business depends on.

Legal and transfer checks

Confirm the seller actually owns and can transfer every asset: the domain, the code, the trademarks, the accounts, the content. Check for anything that would not survive the sale — a licence in the seller’s name, a platform account that cannot be transferred, undisclosed liabilities.

When the figures and the story hold up, protect the transaction: agree terms in writing, use an escrow service so money and assets change hands together, and release funds only once the assets are verified in your control.

Questions

What is the most important thing to check when buying an online business?
That the revenue is real and verifiable at its source. Everything else follows from it — connect to the payment processor or ad dashboard and reconcile the claimed profit yourself rather than trusting a screenshot.
How long should due diligence take?
For a small marketplace deal, a few days to a week of focused checking. For a larger business, one to three weeks. The good listings move fast, so have your checklist ready before you enquire.
Do I need an escrow service to buy an online business?
Yes. Escrow holds the funds while the assets are transferred and verified, so neither side has to trust the other with money or assets first. Most marketplaces and brokers include or require it.