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What to consider when beginning to sell your business

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What to consider when beginning to sell your business
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    Disclaimer: This article is based on legislation which was correct at time of publishing on December 22, 2025

    You have invested years of energy, money and personal commitment into building a business you are proud of – so if you’re thinking about selling, it’s natural to feel anxious. You want to get a fair price, find the right buyer that will support your staff and look after customers, and also ensure you are financially secure for the next chapter of your life.

    Before listing your business for sale, it’s important to:

    • Get professional advice from an accountant
    • Ensure it’s the right time to sell to get a maximum return on your investment
    • Consider what will happen to your staff and customers
    • Ensure that the business is in good financial and organisational shape
    • Consider how you will attract interested buyers
    • Get a professional valuation

    A well-planned exit will help avoid unnecessary stress and strengthen your negotiating position.

    At Butt Miller, we have worked with many owner-managers, entrepreneurs and established companies to help them sell their business successfully. In this guide, we’ll cover what you need to consider when selling your business, including different exit strategies, timing, and company valuation.

    For accounting, tax planning and specialist advice, contact Butt Miller today, or take a look at our comprehensive range of accounting services for business owners.

    Common reasons to sell a business

    Let’s start right at the beginning. You have decided you want to move on and sell your business – perhaps you are looking to retire, change your lifestyle or pursue other opportunities. Some entrepreneurs have a clear exit route in mind when they establish their business.

    If you are looking to sell because running the business has become exhausting, then it’s vitally important to plan carefully to avoid pressure and stress. Organisations like the Federation of Small Businesses can offer support while you get your plans in order.

    When is the right time to sell your business?

    So, when is the right time to go to market? Timing is a crucial factor.

    To maximise your ROI, the best time to sell is when your business is performing strongly, is well-organised and has a steady client base. Good financial performance, recurring revenue and a stable team all help attract buyers and command a stronger price.

    The eventual sale price will be influenced by external factors, including market conditions and sector performance, so it’s best to start planning as early as possible. That could take months or even years.

    Leaving it too late often means selling from a position of pressure rather than choice, which usually results in a less fair valuation and fewer suitable buyers.

    Experienced accountants like Butt Miller can help you with clear financial planning and well-prepared accounts to strengthen your position and secure the best deal. We’re here to provide advice, help you with long-term succession planning and ensure you’re not leaving money on the table.

    What are the different exit routes for business owners?

    When the time comes to move on, there are several ways to exit your business. The following methods involve a sales process of some kind, which is the focus of this article.

    • Straightforward sale to an external buyer – Selling directly to another business owner or entrepreneur.
    • Trade sale – A sale to another operating company in the same or related sector.
    • Management buyout (MBO) – Your existing management team buys the business.
    • Management buy-in (MBI) – An external team buys into and takes over the business.
    • Private equity investment or sale – A full or partial sale to an investment firm.
    • Employee ownership trust (EOT) – A sale to a trust for the benefit of employees.

    Alternatives to a sale include family succession or a Members’ voluntary liquidation (MVL), which winds up a solvent business and distributes its assets.

    Read our case study about how we helped DTA Transportation Ltd. transition to an EOT.

    Top 5 things to attract a buyer when selling a business

    To maximise return on investment when selling your business, make sure you have:

    1. A strong management team – Buyers want confidence that the business can perform without you. A committed team with a proven record is essential.
    2. Documented processes and procedures – Your operations need to run smoothly and consistently. This reduces perceived risk and reassures buyers that the business won’t collapse without the owner’s involvement.
    3. Diversified revenue streams – Over-reliance on one customer reduces value. Recurring contracts, membership models or long-term agreements help demonstrate stability.
    4. Barriers to entry – Intellectual property, brand reputation, specialist skills or favourable location strengthen your position in the market.
    5. Reliable financial performance – Buyers will expect clean, organised accounts that demonstrate historical success and credible projections on future performance. A chartered accountant can help you present this clearly.

    Considerations to make before selling your business

    Selling a business involves financial, operational, legal and personal planning.

    Your business worth

    A professional valuation is essential. There are various methods, most commonly including:

    • Asset-based valuation – Calculates the value of a business by assessing its assets minus liabilities.
    • Earnings multiple valuation – Applies a sector-appropriate multiple to the company’s profits to estimate market value.
    • Discounted cash flow (DCF) – Values the business based on projected future cash flows adjusted to today’s value.
    • Market comparison – Assesses value by comparing the business with similar companies that have sold recently.
    • Revenue multiple valuation – Uses a multiple of annual turnover, common for high-growth or early-stage companies.

    Your valuation adviser and accountant will examine factors like the company’s financial history, client satisfaction, staff retention and reputation. They will also consider risks on behalf of a prospective buyer. While a valuation provides an informed guide, the final price is, of course, what a willing buyer will pay.

    Business financial performance

    Strong, transparent financial records make a business easier to sell. You’ll need profit and loss statements, balance sheets, forecasts and evidence of consistent cash flow. Buyers will ask questions about margins, debt, working capital and any irregularities, so accuracy and transparency are key.

    Your business operations

    A business that can operate without relying on its owner is far more attractive to potential purchasers. It helps support a smooth transition and reduce risk for the buyer. You will need well-documented systems, clear job roles and contracts and organised records.

    Intellectual property protection

    If your competitive edge relies on intellectual property, (such as trademarks, patents, licensing or proprietary processes) make sure they are protected and legally transferable. Strong IP protection can significantly increase the value of your company.

    Share sale vs asset sale

    A business can be sold either as a share sale or an asset sale, and the difference matters for tax and legal reasons. In a share sale, the buyer acquires the whole company, including assets, liabilities and obligations. In an asset sale, the buyer selects specific assets, whether that’s equipment, inventory, contracts or intellectual property, without purchasing the company itself. Let’s break down the pros and cons for the seller and the buyer:

    StructurePartyPros Cons
    Share saleSeller
    • Cleaner exit.
    • Often more tax-efficient for individual shareholders if reliefs apply (e.g. Business Asset Disposal Relief).
    • Seller gives warranties and indemnities personally unless agreed otherwise, which creates future risk.
    • Buyer investigates the whole company, so due diligence is longer.
    Buyer
    • Full continuity: contracts, staff and licences remain intact.
    • No need to renegotiate agreements or transfer assets.
    • Smoother operational takeover.
    • Buyer inherits all company liabilities, including historic risks.
    • Requires more extensive due diligence.
    Asset saleSeller
    • Seller can keep parts of the business or specific assets for later sale.
    • Usually fewer warranties are needed, reducing future exposure.
    • Certain tax advantages may apply (e.g. allowable losses, balancing allowances).
    • Each asset or contract may need consent, making the process slower and less confidential.
    • Lenders must release any security over the assets before completion.
    • May trigger two layers of tax: Corporation Tax on gains, then tax on extracting the funds.
    Buyer
    • Buyer takes only the assets they want, not the historic liabilities.
    • Easier to assess future tax exposure on chosen assets.
    • Some tax reliefs may apply depending on what is purchased.
    • Each asset or contract may need separate paperwork or third-party approval.
    • Key contracts may not be transferable, which may affect the deal.
    • VAT may apply unless the deal qualifies as a going concern.

    Your personal financial considerations

    Beyond the business itself, you need to be certain how the sale will affect your personal finances and future goals. Capital Gains Tax will apply to the sale, and the structure of the deal (for example, share sale vs asset sale) affects how much you will receive. Learn more about your options on our Capital Gains Tax page.

    How to find the right buyer

    Selecting a buyer is as important as settling on a price. If you are concerned about how employees and customers will be treated after you sell your business, this should form part of your decision-making criteria when it comes to finding a buyer. You’ll want someone who understands the business, has the right skills and shares similar values.

    How to go about finding a buyer pool

    Begin by reviewing your sector: competitors, suppliers, and companies looking to enter your market are often strong candidates. Trade buyers tend to pay a premium, especially when the purchase helps them expand their services, customer base or geographical reach.

    Accountants, corporate finance advisers and solicitors can also help, as they often introduce potential buyers. Also consider business-for-sale platforms or specialist brokers to widen the pool of interested parties, but be sure to maintain confidentiality throughout.

    I have a buyer: what’s next in the sales process?

    Once you’ve agreed to proceed with a buyer:

    • They will carry out due diligence to confirm company performance, contracts, operations and intellectual property.
    • Your solicitors will prepare a share purchase agreement or business asset sale agreement, supported by a disclosure letter to ensure the sale is legally binding.
    • You may need to assist with a transition period to help the new owner understand the business’s operations.
    • Your accountant will help you prepare the financial information the buyer needs and guide you on tax implications throughout the sale process.

    Get expert advice on selling your business from Butt Miller

    We’ve helped many business owners build, prepare and sell their companies. Our work often begins years before the sale, focusing on strengthening financial reporting and improving operational efficiency.

    We also support buyers by providing due diligence and business finance advice. To discuss your business sale or wider accounting services, please get in touch.

    Frequently asked questions – what to consider when beginning to sell your business

    What tax do you pay when you sell a business?

    You are normally liable for Capital Gains Tax on your gain. Rates vary depending on the circumstances and whether Business Asset Disposal Relief applies. Further details are available on our CGT service page.

    Do I need a solicitor when selling my business?

    Yes. A solicitor prepares the legally binding sale documents, such as the share purchase agreement or business asset sale agreement.

    Picture of Alison Elliott

    Alison Elliott

    Alison qualified as an accountant in 2005, having been with Butt Miller since 2001. In 2012, she became one of the firm’s Responsible Individuals (RI). Her role includes statutory accounts preparation, corporation tax compliance, company secretarial, management accounts, and outsourcing advisory services. Alison also specialises in R&D tax relief, share valuation, and succession planning.

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