Treadstone Associates
Case File · Digital Asset Diligence

The Domain and Social Accounts Registered in a Departed Employee's Name

Anonymised, illustrative composite. Roughly three-quarters of this business's revenue ran through channels that, on paper, the business did not own.

Treadstone Associates · Updated 2026

At a glance

  • • British Columbia, asset purchase of a direct-to-consumer skincare brand, purchase price $2.6 million.
  • • The company's domain, its Instagram and Facebook accounts, its Google Ads account and its Meta Business Manager were all registered under the personal name and personal email of a marketing manager who left the company in 2022.
  • • No corporate register exists for any of these assets, and no assignment or transfer agreement had ever been signed — the company had simply kept operating them by continuing to know the passwords.
  • • Closing proceeded with a $180,000 escrow holdback, released only once every account showed a confirmed transfer of ownership, not just a password handover.

The situation

The target sells a skincare line almost entirely online: a Shopify storefront, an Instagram account with 51,000 followers, a Facebook page, and a Google Ads account with two years of conversion-tracking history behind it. Combined, the website and its linked social channels drove roughly 72% of the company's $3.4 million in revenue. Early in diligence, the buyer's technical team asked for administrator access to confirm ownership of each channel as a routine step. The answer that came back was that the company did not have administrator access in the ordinary sense — a former marketing manager, who left the company in 2022, still held the primary account credentials for all of it.

The problem

The domain was registered through a consumer registrar under the marketing manager's personal name and personal email address, not the company's. The Meta Business Manager account — which controls both the Instagram and Facebook pages — was created under her personal Facebook login. The Google Ads account, along with the Google Analytics property tracking two years of customer acquisition data, was under her personal Google account. The company had continued to operate all of it after she left, using credentials she had shared on her way out, but nobody had ever formally transferred registration, and she had never been asked to sign anything giving up her personal claim to any of it.

The numbers

The 72% of revenue running through these channels was $2.45 million of the company's $3.4 million top line. The Google Ads account alone carried $19,000 a month in active spend and, more valuably, two years of conversion data that a rebuilt account would not have — the buyer's own marketing team estimated a rebuilt account would need four to six months to recover comparable ad-targeting performance. The Instagram following, while not separately valued in the purchase price, was the company's primary organic acquisition channel and had no substitute if lost.

The rule that decided it

No statute governs who controls a domain name, a social media account or an advertising account registered to an individual. Control of each one is set by the registrar's or platform's own terms of service, which typically recognise whoever holds the account credentials and, for the domain, whoever is listed as registrant — not whoever the business actually is. There is no public register of beneficial ownership for a domain name, an Instagram handle or a Google Ads account the way there is for real property or a security interest, and no statute compels a former employee to transfer any of them. The only route to clean title is the individual's own cooperation, obtained by agreement, because there is no filing, no registry search and no court order that substitutes for it on a closing timetable.

The outcome

The seller's counsel located the former employee, who had relocated within Canada but was reachable, and negotiated a release and transfer agreement: in exchange for a modest payment for her time and a mutual release, she completed the domain registrant transfer, added the company's own personnel as administrators on the Meta Business Manager and the Google account, then removed herself. Each transfer was verified independently by the buyer's technical team before closing rather than taken on the seller's word, because a password handover and an ownership transfer are not the same thing and only one of them survives the next password reset.

What it would have cost otherwise

Had she been unreachable or uncooperative, the buyer's practical options were all worse than the deal it got. It could have closed anyway and continued operating on borrowed credentials indefinitely — a going-concern risk that a single password reset by someone with no further stake in the business could end at any time. It could have rebuilt the digital presence from scratch, at an estimated four-to-six-month recovery period on paid acquisition performance alone, before counting the lost organic following. Or it could have walked from the deal entirely, since a business this dependent on channels it does not clearly own is not the business the purchase agreement describes.

The tell

The tell was that nobody in the business could answer a simple question quickly: who is the registrant on our own domain? A business that has been operating its most important sales channels on borrowed credentials for years usually does not know it, because the workaround becomes invisible once it stops causing daily friction. Asking for administrator-level proof of ownership on every digital channel, not just a working login, is what surfaced it here.

Takeaways

  • • A domain name, a social media account and an advertising account have no public registry of true ownership — whoever holds the credentials controls the asset, regardless of who has been using it.
  • • Ask for proof of registrant or administrator status on every material digital channel during diligence, not just a working login; a login that still works is not evidence of who owns the account.
  • • This defect has no statutory fix and no registry search that resolves it — the only route is the individual's cooperation, which makes it a closing condition to be negotiated, not a warranty to be relied on.
  • • It is easy to assume away because the individual assets look worthless — a domain, a login — while their combined value, here 72% of revenue, is exactly what a warranty claim after closing cannot get back if access is lost.

Sources

    No statute governs ownership of a domain name, a social media account or an online advertising account registered to an individual; control follows the registrar's or platform's own terms of service and whoever holds the credentials, which is not the same question as who has been using the account for the business.Treadstone Law — transferring domain names and social accounts in a business sale — directly on point on how to identify and formally transfer these assets before closing.

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