Skip to content

Exit & Succession

Preparing a business for sale: what I would address before going to market

An owner’s readiness to sell is not the same as the business being ready for a buyer. A few practical issues can determine whether a transaction completes.

All insights

Begin with the owner’s real objective

A seller may want the highest possible price, but they may also want retirement, continuity for employees, a phased handover or freedom from day-to-day responsibility. Those objectives do not always lead to the same transaction structure.

I would start by understanding the timeframe, the extent of the owner’s ongoing involvement and what a satisfactory outcome would look like beyond the headline price.

Can the business operate without the founder?

Buyers are understandably cautious when one individual controls the customer relationships, commercial decisions and daily operations. A capable second-tier management team makes the business easier to transfer.

Documenting processes, renewing key contracts and delegating responsibility are often more valuable than another glossy information memorandum. The buyer needs confidence that the earnings can continue after completion.

Prepare the information a buyer will test

I would want reliable historical accounts, management information, support for earnings adjustments, a view of normal working capital, a list of material contracts and a clear explanation of customer and supplier concentration.

Unexplained director balances, inconsistent margins, overdue debtors, informal employment arrangements or undocumented licences can slow the process or change the offer. Identify these issues before the buyer does.

Understand net proceeds and timing

An enterprise valuation does not equal the seller’s eventual net proceeds. Cash and debt adjustments, working-capital terms, professional fees, tax and deferred payments may all matter.

UK tax reliefs and company-sale responsibilities depend on the facts and can change over time. I would involve qualified tax and legal advisers before deciding the ownership and consideration structure.

How I would approach this in practice

I would concentrate on second-tier management, documented contracts, reliable accounts and a realistic handover plan. Exit readiness is about transferability, not dressing up the business for sale.

I would use the evidence to identify the key commercial assumptions, test alternative outcomes and decide what could realistically be done next. The point is not to produce a precise-looking number in isolation, but to reach a conclusion that can be explained and acted upon.

A good exit starts before the sale process

The objective is not to dress up a business for sale. It is to make the business genuinely more transferable, easier to understand and less dependent on the person leaving.

If an owner is not ready to sell now, that does not mean nothing can be done. A sensible succession and readiness plan can preserve choices for later.

General educational guidance only. Outcomes depend on the facts, evidence and transaction terms of each business. These are practical analytical perspectives, not legal, tax or regulated investment advice.