Insights
Preparing Your Business for Sale: A Practical Checklist
Concrete steps owners can take to improve marketability and reduce friction during a sale process.
Financial Readiness
Begin with your books. Ensure three years of accurate financial statements are available, with clear reconciliation between tax returns and management reporting. Document all add-backs with supporting detail. Address any related-party transactions or unusual expenses before buyers discover them. If your financials are prepared on a cash basis, consider whether accrual conversion would strengthen buyer confidence.
Operational Documentation
Buyers want to understand how the business runs without you. Document standard operating procedures, organizational charts, employee roles, and key vendor relationships. Identify single points of failure, whether people, systems, or customers, and develop mitigation plans where possible.
Legal and Compliance Review
Engage counsel to review material contracts, lease agreements, intellectual property ownership, employment matters, and regulatory compliance. Resolve outstanding issues where feasible. A buyer who discovers encumbrances during diligence will use them as leverage, or walk away entirely.
Personal and Tax Planning
Your exit is a personal event as much as a business one. Work with your wealth advisor and CPA to model after-tax proceeds under different structures. Understand the implications of asset vs. stock sales, earnouts, and seller financing. The best deal on paper is not always the best deal in your bank account after taxes.
Assembling Your Team
Do not navigate a sale alone. Assemble a deal team that includes M&A advisory, legal counsel, tax planning, and wealth management. Choose professionals who have worked together before and who communicate proactively. The quality of your team often determines the quality of your outcome.
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