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2026 Guide: How to Get Proof of Funds for a Business Acquisition

by Raises.com

Proof of funds can be built with an investment-bank engagement letter, a broker-dealer commitment letter, or documented interest from accredited investors. These three approaches let you demonstrate buying power without spending your own cash, satisfy most brokers, and keep the deal moving forward.

Key Lessons from the Video

  1. Engagement Letter from an Investment Bank, Secure a letter that states the bank will raise debt and equity for your down-payment; the letter can be shown to sellers as proof of access to capital.
  2. Letter of Commitment from a Broker-Dealer, Work with a commercial-mortgage broker or broker-dealer network to obtain a written commitment that you have a pipeline of investors ready to fund the deal.
  3. Accredited Investor Interest as De-Facto Proof, Collect written interest from investors whose net worth exceeds $1 million (or $5 million with a spouse) or whose income exceeds $200,000 (or $300,000 with a spouse). A third-party verification service or CPA attestation turns that interest into credible proof of funds.

Comparison of Proof-of-Funds Options

OptionTypical CostTime to ObtainBest Use Case
Investment Bank Engagement LetterHundreds of thousands of dollars or a success-based fee2-4 weeks with a strong relationshipHigh-value deals where the seller expects formal financing proof
Broker-Dealer Commitment LetterLow to moderate fee, often a flat fee1-2 weeks after due diligenceMid-size acquisitions where a broker is already involved
Accredited Investor InterestVerification service fee (typically $100-$300 per investor)Days to a week after outreachCross-border or cash-economy sellers who need a quick show of capital

Applying the Steps to Your Business or Real-Estate Purchase

Start by mapping the seller's urgency level. If the seller is motivated, request an engagement letter from an investment bank you already know. If the seller is less desperate, ask a broker-dealer you are working with for a commitment letter. If the seller operates in a cash-heavy market, gather written interest from at least two accredited investors and have a CPA certify their status. Once you have the document, attach it to your pitch deck and send it to the seller or broker.

Frequently Asked Questions

What is an engagement letter and how does it prove funds?

An engagement letter is a contract from an investment bank stating it will raise the necessary debt and equity for your acquisition, which sellers accept as proof of financing capability.

Can a broker-dealer commitment replace a bank letter?

Yes, a broker-dealer commitment shows you have a pipeline of investors and is often sufficient for mid-size deals.

How many accredited investors do I need to show proof of funds?

Two documented interests are usually enough to demonstrate credibility, especially when backed by a CPA verification.

Do I need to disclose the exact amount of capital?

You can state the range or total commitment without revealing individual investor details, as long as the document clearly indicates sufficient funds for the purchase.

Is a flat fee better than a success fee for raising capital?

A flat fee provides cost certainty and aligns with Raises.com's model of no success fee or carry.

Next Steps

If you are ready to structure your acquisition and need professional documents, visit how it works to see our deliverables, or book a call with a capital-raising specialist today.