Define ownership and control
Document voting rights, management authority, banking access, dividend policy and what happens when partners disagree. Nominee shareholders and verbal side agreements create serious risk.
Verify the business independently
Confirm registration, tax status, licenses, litigation, liens, employment obligations and ownership of important assets. Use professionals who do not work for the seller or local partner.
Reconcile financial performance
Compare tax returns, bank activity, invoices, payroll and inventory. Identify related-party transactions, owner expenses and cash sales. Forecast using normalized costs rather than the seller’s best year.
Plan banking, tax and currency flows
Understand how capital enters, how profits can be distributed and which withholding or reporting rules apply. U.S. owners may have additional foreign-company, account and tax filings even when no cash is brought home.
Build an enforceable exit
Set valuation methods, buy-sell rights, transfer restrictions, death or disability provisions and dispute resolution. Determine whether a judgment or arbitration award can actually be enforced where assets are located.