Selling a Business

A few dollars spent on detailing your car or house before sale can make a big difference to the sale price. Similarly, careful preparation of a business can change the profit multiple at which you sell, and even a small change can make a big difference to your capital gain.

The sale process

Business sales are notoriously fraught with dangers for buyers, so expect buyers to come with a long list of questions. This process is called ‘due diligence’.

To prepare your business for sale

  • separate personal and business finances and assets
  • streamline the structure of the business by consolidating shareholdings
  • organise and document business systems, including people, operating and production, sales and marketing and financial systems
  • ensure your accounting records and business tax returns are in order for the last three years
  • ensure your staff records are in order, with taxation, superannuation and WorkCover liabilities paid up to date
  • ask your staff to clear any accrued leave backlog
  • maximise the brand value and position the business for growth by chasing significant contracts over the 12 months before the sale
  • keep a close watch on expenses and cut back on any unproductive expenditure in the 12 months before the sale
  • update your files – paperwork, staff details, websites, review assets, etc.
  • prepare an information kit for prospective purchasers

Other factors to consider when selling your business include when is the best time to sell and whether you should make use of a broker or other professional to maximise selling opportunities.

Business brokers specialise in selling businesses, and have the processes in place to advertise your business to a wide range of potential buyers. Professional service providers such as accountants, business consultants and lawyers also have many potential buyers among their clients.

Who can help?

Exiting a Business
The SA government website portal offers more advice for preparing to exit a business.

What is your business worth?

Valuing a business is more often described as an art than a science. Valuations may be based on multiples of turnover or profit or on the value of the assets owned by the business. Accountants or business brokers will generally look at what similar businesses in your industry are selling for and they will also consider the intangible asset of goodwill of the business. In the end, what matters is the price a prospective purchaser is willing to pay.

Be realistic in your expectations. Price is not the only negotiating point. The timing and specific structure of the deal are also useful negotiating points, as are the business name, ensuring loyal staff are retained, and payment terms.

Finding a buyer

Potential buyers can include:

  • existing shareholders
  • your current management team
  • a professional management buy-in team, bringing both capital and skills into your business
  • competitors
  • large business’ building their brand portfolio

Taxation implications

The sale of a business generates a capital gain that may be taxable. In recent years the Australian Government has introduced several measures to lessen the impact of capital against taxation on the sale of a business as one way of rewarding entrepreneurs. As these regulations are complex, and change from time to time, you should consult your accountant about the implications.

The Australian Taxation Office can provide further assistance and provides advice on Tax implications.

The SA Government information portal can direct you to support and advice services.

Want to know more?

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