Key-Person Risk Scorecard
Key-person risk is the chance that a business's performance depends on one person's judgment and relationships — usually the owner's — rather than on transferable systems. This scorecard measures it for owner-dependent SMB acquisitions, before close or in the first 90 days: fifteen questions, answered at the pattern level, scored 0–100.
1.Does the seller personally approve exceptions, discounts, refunds, or special terms?
0 = not present · 5 = deal-shaping
2.Would employees struggle to override normal pricing without the seller?
0 = not present · 5 = deal-shaping
3.Are important customer relationships handled differently from what records show?
0 = not present · 5 = deal-shaping
4.Are rework, complaint, or escalation decisions routed through the seller?
0 = not present · 5 = deal-shaping
5.Are vendor choices, credit, delivery timing, or trust rules mostly informal?
0 = not present · 5 = deal-shaping
6.Does scheduling or dispatch depend on tacit knowledge of crews, customers, or routes?
0 = not present · 5 = deal-shaping
7.Are there workflows where "ask the seller" is the real process?
0 = not present · 5 = deal-shaping
8.Would exporting the last 50 examples of key workflows from your systems be hard?
0 = not present · 5 = deal-shaping
9.Are invoices, estimates, jobs, tickets, or CRM notes too inconsistent to reconstruct cases?
0 = not present · 5 = deal-shaping
10.Is seller/operator time for targeted correction limited after close?
0 = not present · 5 = deal-shaping
11.Is the buyer under LOI, close to closing, or within the first 90 days post-close?
0 = not present · 5 = deal-shaping
12.Could findings affect price, holdback, earnout, APA terms, transition support, or go/no-go?
0 = not present · 5 = deal-shaping
13.Is the authority path for a metadata review unclear or not yet established?
0 = not present · 5 = deal-shaping
14.Would the first read need to touch sensitive data classes to be useful?
0 = not present · 5 = deal-shaping
15.Is post-close operating continuity a top-three concern for this deal?
0 = not present · 5 = deal-shaping
How to read your score
- 0–29 · Low urgency
- Key-person diligence probably is not urgent for this deal, or the timing is not right yet.
- 30–49 · Worth watching
- Real dependency signals that may not be deal-shaping yet — a short conversation can tell you whether a narrow first read makes sense.
- 50–74 · Real risk
- Owner dependency is likely to affect price, holdback, transition support, or post-close stability — a Qualification Audit can tell you what is reconstructable before you rely on it.
- 75–100 · Acute dependency
- The seller may effectively be the operating system. Before close is the time to test what can be reconstructed — after close, leverage and memory both fade fast.
—/100
0/15 answered
This score is a conversation starter, not advice. It is not legal, valuation, quality-of-earnings, lending, HR, tax, or operational guidance, and a high score does not mean “do not buy” — it means key-person risk may be deal-shaping and worth testing with evidence.