Toronto Music Publishing Deal Audit Checklist: What to Gather and Review
/Why a Publishing Audit Protects Your Songs
A publishing audit is a simple way to protect the revenue from the songs you have worked hard to create. Many artists release new music, play festivals, and pitch for film and TV. That is often when unpaid royalties, missing credits, and unfiled cue sheets regarding sync deals bubble to the surface. The problem is the paperwork behind it.
A music publishing audit is a structured legal review of your songwriting, composer- and publishing agreements, royalty flows and ownership chain. The goal is to confirm who owns what, where the money generated should be going and how your songs can actually be legitimately used. With a checklist, you can gather the key documents, understand what a lawyer reviews and know when it is time to speak with an entertainment lawyer in Toronto who understands and should review both music and screen-based work.
The focus here is on music publishing and related agreements: composer agreements, publisher single-song and exclusive term contracts, co-publishing and sub-publishing agreements, mechanical and sync licences, collaboration agreements, catalogue sale documents and related corporate matters. Indie songwriters, producers, composers-for-hire, bands with multiple writers, small publishers and production companies that also deal with visual or literary works can all benefit from this type of review.
Documents to Gather Before Your Lawyer Meeting
Before any audit, you need a clear list of documents. Even if it feels messy, pulling things together in one place is the best first step.
Start with publishing and songwriting contracts, such as:
Publisher single-song and exclusive term contracts
Co-publishing and sub-publishing agreements
Administration documents for music catalogues, including any option or renewal notices
Composer agreements for film, TV, games, and branded content
Collaboration and co-writer agreements, including those tied to literary works feeding into musical projects
Agreements for the sale of music publishing catalogues, master purchase and sale agreements where composition rights might be involved and any assignment and amending agreements, or addenda
Next, collect rights, credits and control documents. These are the documents that show who actually controls each work and how the credits should read. That often includes split sheets, musical group partnership agreements, representation agreements and personal service agreements that touch on songwriting or publishing control. Add in copyright registration certificates, copyright licences, mechanical licences, synchronization licences and any territorial sub-publishing or domestic and foreign licensing of record masters. Trademark registration records and core corporate documents for your entertainment or music business, such as shareholder agreements, officer and director lists and guarantees and indemnities related to IP, all belong in the same folder.
You also want records of income and exploitation including accounting and royalty statements from publishers, record labels, collection societies and digital distributors. Gather live performance contracts and riders, sound and light agreements, transportation agreements, merchandising agreements and any commercial tie-ins, endorsements, or influencer arrangements that use your music. Include correspondence on disputes, non-disclosure and confidentiality agreements, E&O opinions, entertainment or music mediations and any past legal opinions on ownership or royalty splits.
What a Lawyer Checks in PROs, Splits, and Chain of Title
Once the documents are gathered a lawyer will start by checking ownership and splits across all rights holders and collaborators. We line up split sheets, collaboration agreements, co-writer agreements, and composer agreements with the percentages in publisher contracts, sub-publishing agreements, and administrative agreements. We also review management, agency, booking agent and co-management agreements, plus any guarantees or indemnities, to confirm that they do not quietly assign or encumber publishing ownership. Musical group partnership agreements are checked against the control of the catalogue, including works created under producer agreements, remixer agreements, record production agreements, or recording agreements.
The next step is confirming a clean chain of title for each work. That means tracking each song from the initial collaboration and publishing agreement through any agreement for rights acquisition, purchase and sale agreements and catalogue sale documents. For projects that combine music with visual or literary elements, we also look at commission agreements, agreements to see if they affect rights connected to the music. Copyright registration details, including titles, writers, publishers, and ownership percentages, should match the contractual chain, with amending agreements and addenda properly signed.
We also assess exploitation rights and territorial scope. Domestic and foreign licensing of record masters, sub-publishing agreements and synchronization licences are reviewed to see who can license what, where and for how long. We compare and analyse mechanical licences, master use licences and sync licences to avoid double grants or conflicting terms. From a Toronto base, we act locally and think internationally about cross-border issues, such as how Canadian rights connect with foreign publishers, PROs, and distributors and raise tax issues.
Reversion, Options, and Admin Clauses That Cost You Money
Many complicated problems exist in reversion, option and administration language. During an audit, we pay close attention to reversion and termination of rights. This includes locating and reviewing reversion clauses in publisher single-song and exclusive term contracts, co-publishing agreements and sub-publishing agreements, whether they are time-based, tied to failure to exploit, or linked to sales thresholds.
We also review how reversion interacts with catalogue sale agreements, development deals, distribution deals, and master purchase and sale agreements when compositions and masters are bundled together.
For contracts with minors, guarantees, indemnities, and personal service agreements, we check that reversion rights are enforceable.
Option, renewal and extension clauses are other key areas. We look at option clauses in composer agreements, collaboration agreements, and option agreements for film and TV to see who controls future works, sequels, or spinoffs, and at what fees or conditions. Contracts are checked for automatic renewals that might keep you locked into unfair terms tied to your songs or image. Amending agreements and addenda dealing need to be clear, properly signed, and consistent with the original publishing and recording agreements.
Finally, we examine administration and royalty provisions. In administration documents for music catalogues, we focus on admin fees, recoupable charges, audit rights, and timing of royalty accounting and payments. We cross-check accounting and royalty statements in relation to music with what the contracts promise, to see if mechanical, synchronization, performance, and print royalties are being calculated the right way and have been paid. We also confirm that merchandising agreements, endorsements, live show contracts and riders, and commercial tie-ins that use your music fairly share and pay publishing and neighbouring rights income and do not block future sync or licensing opportunities.
Aligning Publishing with Recording and Live Deals
Publishing does not sit alone; it connects to your recordings and live work. During an audit, we integrate recording, production, and remix contracts with your publishing picture. Producer agreements, record production agreements, remixer agreements and development deals are reviewed to make sure any songwriting contributions are correctly shown in split sheets and collaboration agreements. Recording agreements, distribution deals and domestic and foreign licensing of record masters are checked against your publishing contracts so that master use licences and synchronization licences do not clash with composition rights. We also confirm that labels are not claiming publishing control through side letters or broad grant of rights clauses.
To support proper reporting and royalty flows, merchandising endorsement agreements that use lyrics, artwork, or titles. For commercial tie-ins with film, TV, visual arts, or branded content, we confirm that the underlying literary, visual, and musical rights are cleared using the right copyright registrations and licences.
Corporate structure and risk management round out the audit. We examine how your entertainment or music business is set up, including corporate entities, partnership agreements, and guarantees, to spot where IP is owned personally or by a company.
Confidentiality and non-disclosure agreements, E&O opinions, and any entertainment or music mediations history can flag ongoing risks that might affect future catalogue sales or licensing.
As an entertainment lawyer in Toronto, we also encourage thinking about whether your current business structure supports goals like being ready for a catalogue sale, tax planning, and cross-media expansion into film, TV, visual art, or literary adaptations.
Turning Your Audit Into a Clear Action Plan
Once the review is complete, the next step is turning findings into a practical plan. That usually starts with organizing your documents, listing problem areas like unclear splits, missing registrations, or weak reversion clauses and ranking them by legal priority. Priority items often include clearing up split sheets, updating composer and collaboration agreements and addressing gaps in chain of title for key songs.
From there, a focused legal strategy can lead to updated publishing, recording and live performance contracts, stronger administration and royalty language, strategic copyright and trademark registration and a corporate setup that better protects and grows the value of your catalogue.
An audit is not just about spotting problems; it is about giving your songs a solid legal and business foundation so they can keep benefiting you over time.
Protect Your Creative Work With Experienced Legal Guidance
If you are ready to secure your rights and move your career forward, we are here to help. At Sanderson Entertainment Law, you can work directly with an experienced entertainment lawyer in Toronto who understands the realities of the industry. Tell us about your project and legal concerns. We can help outline practical next steps tailored to your situation. To schedule a consultation, please contact us today.
This post is written for Canadian artists and is based on Canadian law. It is general information only and is not legal advice for your specific situation.