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WESTMOUNT · FUNDS AND COMMITMENTS

Recording a purchase payment that goes to the seller personally

USAvisa field guide · 2 minute read Reviewed 7 September 2026

Read the general investor planning overview

THE SHORT ANSWER

You already own an operating business, and the next payment under the purchase agreement is payable to the seller rather than into the company's account. That raises a question about the agreement and the path of the funds, not a conclusion that the money is irrelevant. Establish who is owed, for what, under which clause, and how the payment relates to the enterprise being acquired.

01

Read the payee clause with the transaction documents

Identify the parties, what is being sold — shares, assets, goodwill, inventory — the payment schedule, and the clause that names the recipient of each instalment. Note holdbacks, vendor financing, price adjustments and anything conditional. A payment made to a seller under a share or asset purchase has a different character from working capital contributed to the company, and both can matter to different parts of the review. Ask for the two to be traced separately rather than combined into a single figure that hides which money did what.

02

Show the path, not only the balance

Build a dated trail from the lawful source of the funds through each account to the named payee, using statements as issued. If money passed through a personal account, a holding company, or a currency conversion, document each step with its date. For borrowed funds, identify the borrower, liability, collateral and repayment terms and provide the actual loan documents so their treatment can be assessed. Keep proposed payments, irrevocably committed amounts and completed transfers labelled distinctly, since a plan is not a commitment.

03

Explain the enterprise the payments create

Hypothetical example: an applicant acquires an operating business and pays part of the price to the seller in instalments after closing. The review still asks whether the investment is substantial in relation to this particular enterprise, whether the funds are committed and at risk, and whether the business is real and operating rather than marginal, including whether it makes a significant economic contribution. Prepare the customer list, contracts, staffing and premises, and describe how you would develop and direct the business. No universal dollar figure substitutes for that analysis.

SOURCE NOTES

Editorial source review: 2026-09-07. General preparation guidance, not an individual assessment.

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