The Amazon Due Diligence Checklist: What a Buyer Will Ask Before Acquiring Your Business

General information, not financial, tax or legal advice. Work with your M&A advisor, accountant and attorney.

When a buyer gets serious, their team will ask for a lot about your Amazon channel, usually more than owners expect. Having it ready makes diligence faster, keeps trust high, and protects your price. Missing pieces tend to show up as a lower offer or money held back in an earnout. See how buyers value your Amazon channel.

Here’s what to prepare.

Ownership and access

• ☐ Seller Central account in the company’s name, with company-controlled login and ownership
• ☐ Brand Registry owned by a company-controlled account
• ☐ Trademark registrations for every brand sold on Amazon
• ☐ Advertising account owned by the company
• ☐ A list of every user with access, and their permissions
• ☐ Agency and contractor agreements, including who owns the work and how they end

Financials

• ☐ At least 24 months of Amazon sales by month and by product
• ☐ Profit by product after cost of goods, Amazon fees and ad spend
• ☐ Amazon settlement reports that reconcile to your books
• ☐ Ad spend history and TACoS by month. See ACoS vs. TACoS.
• ☐ Returns and refund rates by product

Pricing and distribution control

• ☐ Your MAP policy and when it took effect. See how to write a MAP policy.
• ☐ Authorized reseller agreements. See authorized reseller agreements.
• ☐ A history of unauthorized sellers and enforcement actions
• ☐ Price history on top products

Account health

• ☐ Account health dashboard and any past policy warnings
• ☐ Suspension or reinstatement history, if any
• ☐ Customer feedback and review trends on top products
• ☐ Open cases with Amazon

Operations

• ☐ Inventory on hand, aging and storage fees
• ☐ Seasonality by week and the inventory plan behind it. See seasonal inventory planning.
• ☐ Supplier and manufacturing agreements for Amazon products
• ☐ Documented processes for listings, ads, inventory and customer service

Content and assets

• ☐ Original image files, A+ Content and Brand Store assets
• ☐ Listing copy and keyword research
• ☐ Any software, tools or subscriptions the channel depends on

Where gaps usually show up

The most common gaps we see are accounts tied to an individual, reporting that doesn’t tie to the books, no written pricing policy, and no record of enforcement. All of them take time to fix, and history can’t be created after the fact. Start 12 to 18 months before you plan to go to market.

Frequently asked questions

Written by

Troy Marchand, CEO

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