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Wind-downs and transitions

Preserving records under an ABC: the assignor's handover checklist

By SourceX Editorial · Updated

Short answer

In an assignment for the benefit of creditors, the assignor's records pass to the assignee with its other assets, but they stay usable only if the founder hands over working admin credentials, verified exports, a system inventory and a contact list. Prepare all four before signing, and change nothing afterward without the assignee's approval.

Key takeaways

  • Books and records generally pass to the assignee with the other assets; the handover is what makes them usable.
  • Give the assignee owner-level roles, because some exports can only be started by an account owner or super admin.
  • Run and verify exports before the assignment date, while staff who know the systems are still there.
  • Hand over a system inventory with renewal dates so nothing lapses before the assignee decides.
  • After signing, the records belong to the assignment estate: do not delete, copy or keep them without approval.

What does the assignor hand over in an ABC?#

In an ABC, the assignor hands over its records along with its other assets, and the assignee then controls them for the benefit of creditors. Assignment agreements commonly convey books and records expressly, and procedures vary by state; Florida, for example, governs ABCs in a dedicated statutory chapter under which the assignee liquidates assets under circuit court supervision.

Legal transfer is the easy part. An assignee who receives a list of SaaS tools but no working admin access, no exports and nobody to call holds records it cannot use, value or protect. The founder's handover decides whether the archive arrives as an asset or as a problem.

Credentials and admin roles the assignee needs#

The assignee needs owner-level access to every system that holds records, not an ordinary user login. Several vendors reserve key actions for the top role, so a handover built on lower roles can stall at the first export.

Credentials and admin roles the assignee needs
SystemRole to hand overWhy it matters
Google WorkspaceA long-standing super admin accountGoogle requires its Data Export tool to be started by a super admin account at least 30 days old
ZendeskAccount ownerExports must be enabled by the account owner through Zendesk support
JobberAdmin userOnly admin users can import and export clients
Code hostingOrganization ownerRepository transfers, tokens and deletion settings sit with owners
Cloud hostingRoot or billing accountServers and storage stop when billing fails
Domain registrar and DNSAccount ownerEmail and sign-in links break if the domain lapses
Password managerAdmin with recovery rightsShared vaults hold credentials for everything else
  1. 01Your work records
  2. 02Personal details removed
  3. 03You approve the release
  4. 04Licensed to AI developers
How it works with SourceX: Your work records → Personal details removed → You approve the release → Licensed to AI developers.Illustrative

How to transfer access without sharing personal passwords#

Access transfers cleanly when roles move to accounts the assignee controls rather than to a founder's personal password. Add the assignee's named representative as an admin or owner in each system, confirm the representative can sign in, then remove insiders who no longer need access.

Where a vendor depends on an existing account, keep that account. Google's account-age rule means a brand-new super admin cannot start the Data Export tool, so the established admin account should stay active, with its credentials and recovery options handed to the assignee under a written record instead of being deleted.

Exports to run before the assignment date#

Exports run before the assignment date are cheaper and more complete than exports run after, because the people who know each system are still employed. Run them in the final weeks of operations and give the assignee the files with a short verification note.

For each export, record the date, the person who ran it, the record count and where the file sits. Store the files in storage the assignee will control after signing, not on a founder's laptop or a personal cloud account.

  • Accounting: general ledger, trial balances, receivables and payables aging, fixed asset register and prior tax returns.
  • Payroll and HR: payroll registers, tax filings and personnel files, stored separately with restricted access.
  • Customers: CRM objects with associations, activity history, contracts and invoices.
  • Support: help desk tickets with comments, attachments and side conversations.
  • Engineering: repositories with full history, issue trackers and release notes.
  • Communications: email and chat archives exported by an admin, not by individual users.
  • Files: shared drives with folder structure and permissions recorded.

The system inventory the assignee will ask for#

The system inventory is a single sheet that tells the assignee what exists, who can reach it and when it stops. Build it before signing, because renewal and deletion dates keep running from the day operations end.

Mark every automatic deletion setting clearly, such as help desk deletion schedules or chat retention rules. The assignee can then pause them on its first day while it works out what the records are worth to creditors.

The system inventory the assignee will ask for
ColumnWhat to record
System and vendorProduct name, account ID and plan
Records heldRecord types and years covered
Admin accessWho holds the top role today and how it transfers
Renewal and paymentTerm end date, notice period, card or invoice used
Export statusNot started, exported, or exported and verified, with file location
Known restrictionsCustomer contract terms, privacy notices, client-owned material
Deletion settingsRetention rules or deletion schedules that will remove data
Recommended actionKeep running, export and cancel, or decide later

Contacts and mistakes: the last two pieces of the handover#

Contacts are the most overlooked part of the handover, and an assignee who cannot reach the right person loses time on every question. A one-page directory with names, roles and last-known contact details solves most of it.

The most damaging mistakes are well-meant cleanup steps: wiping laptops, deleting departing users, letting a card lapse on the hosting bill and cancelling subscriptions to save cash, all before the assignee can stop them. Founders should also avoid keeping personal copies of records or moving assets, including data, to insiders shortly before the assignment, since such transfers can draw scrutiny from the assignee and creditors. Ask counsel before moving anything.

  • Former admins for each major system, with the systems they ran.
  • Vendor account managers and support channels, with account IDs.
  • The outside accountant and tax preparer who filed recent returns.
  • Payroll and benefits providers.
  • Outside counsel and the insurance broker, including for D&O coverage.
  • Customer contract contacts where records include their confidential information.
  • Employees who know where specific records live, with their permission to share contact details.

Illustrative: a logistics software founder prepares the handover#

Illustrative: a fictional logistics software company in California chooses an ABC after a failed fundraise. The founder has a short window before signing, and most engineers have already left.

She keeps the long-standing Google Workspace super admin account active and documents its credentials for the assignee rather than replacing it, asks the Zendesk account owner to have exports enabled, and has the remaining engineer export repositories and the issue tracker. The inventory flags a chat retention rule that would have deleted older messages, and the assignee pauses it on its first day. The contact sheet lists the former head of support, who later explains the ticket fields. The records arrive complete, and the assignee can decide which to keep, delete or license.

How SourceX works with assignees#

After the assignment, the assignee decides what happens to the records, and SourceX deals with the assignee as the party with authority. A metadata-only fit check built from the founder's inventory tells the assignee whether any record family is worth preparing for licensing, without moving files.

If a package proceeds, the SourceX five-step transaction runs Supply, Rights, Preparation, Approval and Delivery, with the assignee approving each step and personal and confidential details removed in Preparation. The SourceX Evidence Packet records the assignee's release authorization alongside provenance, licensing rights, permitted use and the privacy record.

Frequently asked questions

Can the founder keep a copy of the company's records after the assignment?

Generally not without the assignee's agreement, because the records pass to the assignee with the other assets. If you need certain records, for your own tax filings or a pending claim, ask the assignee and counsel for access on agreed terms instead of taking copies.

Will the assignee still need the founder after signing?

Usually, for questions only insiders can answer: what a field means, where an old archive sits, which customer contracts restrict data. Agree in advance how and for how long you will respond, and whether that time is compensated.

Should employee personnel files go to the assignee too?

They are company records, so they generally pass with everything else, but they need tighter handling. Export them separately, restrict access and flag them in the inventory so the assignee applies the right retention and privacy treatment.

What if a vendor will not deal with the assignee?

Give vendors written notice of the assignment and the assignee's authority, and add the assignee's representative as an admin while you still can. A vendor that already sees the assignee as an admin rarely blocks routine requests such as exports or billing changes.

Does an ABC change which privacy rules apply to the records?

An ABC is a state-law process, not a bankruptcy case, so the Bankruptcy Code's sale procedures generally do not apply. Privacy promises in the company's notices, customer contracts and consumer protection laws may still apply. Flag any privacy policy language about sharing or selling data in the inventory so the assignee can review it with counsel.

Sources

  • Florida Statutes Chapter 727 governs assignments for the benefit of creditors, in which an insolvent business assigns its assets to an assignee who liquidates them and distributes proceeds under circuit-court supervision. Source
  • The Google Workspace Data Export tool must be started by a super admin account that is at least 30 days old, unless the organization's account is newer than 30 days. Source
  • Zendesk data exports are not on by default; the account owner must contact Zendesk Customer Support to enable them. Source
  • Only admin users in Jobber can import and export clients, although team members with the Reports permission can export some client data. Source

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