Digital assets a buyer will ask about before you sell

The short answer. Before a buyer pays for a business, they want to know that everything it runs on will move to them on the day of closing: the domain, the website, the email, the phone numbers, the Google profile and reviews, the accounts that take payments and keep the books, and the customer data. In many owner-run companies some of these are registered to a person, not to the company. Sometimes that person left years ago. Finding out who holds what, and moving it into the company's name, is cheap a year before a sale and expensive in the middle of one.

Why this goes wrong so often

I see one pattern again and again. A business starts with two or three founders. One of them builds the product or runs the shop floor. Another takes care of everything digital: registers the domain, sets up the email, opens the Google account, pays for the hosting with a personal card. It works for years, because the founders trust each other and nobody thinks about whose name is on what.

Then something happens. A partner leaves after a disagreement, moves away, stops answering, falls ill or dies. The product and the customers stay with the company, but the keys to its digital side leave with that person. The domain renews on their card until the card expires. The admin password of the website is in their head. The Google Business Profile, with fifteen years of reviews, is attached to their personal account. Getting it all back becomes a project of its own, slow and sometimes painful, and it tends to surface at the worst moment: when a buyer's team asks for a list of assets and the owner realises they cannot sign for half of it.

None of this means anyone acted badly. It is simply how small companies grow. But a buyer reads it as risk. An asset the seller cannot transfer is an asset the buyer may not get, and the buyer's advisors will price that in, add a condition to the agreement or hold back part of the payment until it is solved. Our note on ownership gaps in an acquisition shows how such gaps travel into the final number.

What counts as a digital asset

For a buyer, a digital asset is anything the business needs to keep working and selling online, plus the data it has collected. For a typical owner-run company the list is longer than most owners expect:

• Domains. The main one, old ones that still redirect, the misspellings someone bought years ago.
• Website and hosting. The hosting account, the admin accounts of the site, the developer or studio who built it, the code if it is custom.
• Email. The account that runs the company mailboxes, and who is its administrator.
• Phone numbers. Main lines, mobile numbers customers know, messaging accounts tied to them.
• Google Business Profile and reviews. Often the most valuable thing a local business has online, and very often on someone's personal account.
• Social media and advertising accounts. Pages, ad accounts and the payment methods behind them.
• Money systems. Payment processors, online shop platforms, accounting software, payroll.
• Customer data. The CRM, the email list, the booking system, the spreadsheet that really holds the client base.
• Software and licences. Subscriptions, licences, any app built for the company, and the app store accounts that publish it.
• Brand files. Logo sources, photos, videos, the brand guidelines, and the rights to use them.

The register: one table that answers the buyer's questions

The simplest tool is a digital asset register. It is one table with a row for every asset, and it answers the four questions a buyer will ask about each of them: where it lives, whose name it is in, who can get in, and how it will be handed over. This is the version we use with owners.

Each of the other assets in the list above gets its own row in the same columns. The last column is the one that matters. Every row that does not read as done is work to finish before a buyer sees the register, not during the sale.

What a buyer does with it

A buyer's team uses the register in three ways. First, as evidence that the business is in order: a complete, honest register tells them the owner knows what they have. Second, as the base of the transfer list in the purchase agreement, the schedule of what changes hands at closing and how. Third, as a map of risk: every asset registered to someone outside the company becomes a question for the lawyers, and sometimes a condition of closing.

Buyers rarely walk away over a domain. But a register with gaps slows the deal down, and in a sale time is money: momentum is lost, financing terms can move, and a buyer who was keen in the spring can be more careful by the autumn. The numbers on the coming wave of owner exits show how many sellers reach this point with little or no planning.

When the history itself is missing

There is a harder version of the same problem, and it affects old companies with a name behind them. Here the missing asset is not a password but the brand's own history: the archive of designs, the original drawings, the photographs, the story of who made what and when. On one heritage brand I worked on, the previous owners had not kept the archive together. Much of it had to be found again in libraries, in old publications and through conversations with people who remembered.

That kind of research is a craft of its own: reconstructing a brand's identity from what survived. For a buyer of a heritage business it is not decoration. The history is a large part of what they pay for, and a story that cannot be shown is worth less than one that can.

The order to fix things in

If the register shows gaps, this order usually works, because each step protects the next.

1. The domain. Move it to a registrar account in the company's name, with automatic renewal on a company card and a recovery email on the company domain. Losing the domain loses the website and the email at once.
2. Email administration. Make sure at least two people inside the company are administrators, and close the mailboxes of people who have left.
3. Money systems. Payment processors and accounting software should be in the company's name, with the owner and the accountant as users and nobody else from the past.
4. Customer data. Decide which system holds the truth, export it, and check that it can be exported again.
5. Website and hosting. Replace shared and simple passwords, remove old admin accounts, update the software and test that a backup can actually be restored. A login like admin with 12345 is still found on the sites of companies worth millions.
6. Google profile, social and advertising accounts. Transfer ownership to company accounts and remove people who no longer work for the business.

When the person who holds an asset cannot be reached, or has died, recovery is usually still possible, but it is slow. Registrars and platforms have procedures for proving that a business owns an account, and some cases need legal steps. Your attorney should lead those; start them early, because they take months, not days.

Where this fits in preparing a sale

The digital side is one of six areas we look at in sale preparation, next to the owner's role, the records, customers and revenue, the systems and data, and how the business presents. It is also the area where the cost of fixing things is lowest compared with the trouble they cause in a deal. Most of the work above takes days or weeks, not a budget line.

The same logic applies to software companies, where the list adds code repositories, cloud accounts and the people who understand them. Our note on key-person risk covers that side, and the technical section of a data room shows how it is presented to a buyer.

We do not value businesses or give legal or tax advice. Transfers of accounts and data can raise legal questions, such as consent for customer data or contracts tied to a person; your attorney and accountant should review them before closing.

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