Sell-Side Diligence & Exit Readiness
Seller Resource

Sell-Side Technology Readiness Checklist

Use this checklist to prepare for technical due diligence before selling a technology business or raising capital. For each item, record the evidence available, the accountable owner, any gaps, and the next action. Prioritize items that could materially affect the buyer’s growth assumptions or assessment of risk.

For each item, record:

  • Evidence available
  • Owner accountable
  • Gaps to close
  • Next action

Architecture and operations

  • Maintain current architecture and data-flow diagrams that show critical systems, third parties, and dependencies.
  • Support growth assumptions with capacity evidence, performance results, and a plan for known constraints.
  • Provide availability and incident history, recovery objectives, and evidence from backup restoration or recovery exercises.
  • Explain hosting costs, major vendor commitments, and the expected cost of supporting growth.

Engineering and product delivery

  • Show how the product roadmap supports business priorities and what resources and dependencies it requires.
  • Provide delivery and quality trends with clear definitions, including release practices and production defects.
  • Identify material technical debt and explain its business impact, remediation priorities, and estimated effort.
  • Document critical systems ownership, key-person dependencies, and succession or knowledge-transfer plans.

Security and software provenance

  • Organize security policies, access reviews, testing results, and the status of material findings.
  • Document significant incidents, corrective actions, and outstanding commitments to customers or regulators.
  • Inventory critical code repositories, open-source components, third-party software, and relevant licenses.
  • Identify evidence supporting rights to code and data, including contributions by former founders and contractors. Coordinate legal conclusions with counsel.

Data and AI

  • Identify critical datasets, their sources, permitted uses, retention practices, and owners.
  • Document AI features, model and provider dependencies, evaluation results, monitoring, and operating costs.
  • Support claims of differentiation and productivity with evidence, and explain relevant AI disruption risks.

Management and transaction preparation

  • Reconcile technology claims in sales materials with current product capabilities and supporting evidence.
  • Create a consistent evidence index and management briefing, including known risks and remediation status.
  • Agree who will answer buyer questions, manage follow-ups, and maintain current transaction materials.

Turn gaps into a preparation plan

Classify each gap by its potential impact on the transaction and the time needed to address it. Record what can be completed before launch, what needs a documented plan, and what requires an explicit discussion with prospective buyers.

AKF can assess readiness, prioritize remediation, and help management prepare for technical diligence. Learn more about sell-side technical due diligence and exit readiness.

This checklist is preparation guidance, not a certification of readiness. Conclusions about rights to code and data belong with legal counsel; AKF’s assessment addresses the technical evidence and dependencies.

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