Should I worry if a seller can't produce basic corporate records on request?

Yes, this is worth taking seriously. A corporation's minute book — articles of incorporation, share registers, director and officer records, resolutions authorizing major decisions — is basic housekeeping that any properly run corporation should be able to produce, and an inability to do so is rarely just an administrative slip. It can mean the corporate records were never properly maintained (common in smaller businesses, and fixable, but a sign of generally loose governance), or it can point to something more concerning, like uncertainty over who actually holds shares, whether past corporate actions were properly authorized, or whether the corporation is even in good standing.

If you're buying shares rather than assets, this matters even more directly, since you're acquiring the corporation itself, including any defects in how it's been governed. Missing records can also complicate confirming that the person selling actually has the authority to sell.

Ask for a full corporate records review before committing, and treat a seller's inability (or reluctance) to produce basic documents as a reason to dig deeper, not just a paperwork inconvenience. A Treadstone business lawyer can conduct this review and flag what's missing before you're committed.