How to sell your business: the owner's order, from numbers to closing

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Most owners sell once. That is the whole difficulty: everyone else at the table has done this before, and the sequence that seems obvious from outside is not obvious from inside. The order below is the one the process actually runs in, and the most common expensive mistake is jumping to the middle of it because a buyer appeared early.

Get your own numbers straight before anyone asks

Before a buyer sees anything, you need three years of accounts you can stand behind, a clear statement of what the business earns for its owner once personal and one-off items are added back, and an explanation for anything unusual. This takes weeks and can only be done calmly before a process starts. Owners who begin with a buyer already asking questions end up producing figures under pressure, and every correction after the first set of numbers costs credibility that is difficult to rebuild.

Assemble the file, then approach the market

The document set a buyer will ask for is long and largely predictable: accounts, tax filings, leases, contracts, employee details, licenses, insurance, supplier and customer agreements, and the corporate records. Gathering it in advance is the single highest-return thing an owner can do, because the alternative is a diligence period where every request takes a week and the buyer's confidence drains. Only once that file exists is it sensible to talk to anybody.

Confidentiality first, then information in stages

Nothing meaningful goes out before a signed confidentiality agreement, and even then information goes out in stages rather than all at once. Early conversations need enough to establish interest and no more. The detailed file comes after a buyer has shown they are serious, usually at the letter of intent. Owners who send everything to the first interested party lose their negotiating position and, if the buyer is a competitor, considerably more than that.

Offer, diligence, documents, closing

An offer arrives as a letter of intent, which is mostly non-binding but sets the price and the shape and usually locks you into exclusivity for a period. Diligence follows and is where deals slow down or die. The definitive documents come next and are negotiated in detail. Then closing, and often a transition period where you are still involved. From first approach to money arriving, several months is normal and longer is common; expecting weeks is the most reliable source of disappointment in this whole process.

Questions people ask about how to sell your business

How do I sell my business?

Get your numbers straight, assemble the document file a buyer will ask for, approach the market under confidentiality, take an offer to a letter of intent, survive diligence, negotiate the definitive documents, and close. In that order.

What is the most common mistake when selling my business?

Starting the conversation before the file exists. Every diligence request that takes a week to answer costs buyer confidence, and confidence lost early is very hard to recover.

Can I do it myself, or should someone help me sell my business?

The preparation, entirely: the numbers, the file, the confidentiality discipline. What each document commits you to is worth advice on from your own solicitor and accountant, who see these deals regularly and you will not.

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