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Jen Goodwin

Director & Head of Corporate

01782 577000 info@myerssolicitors.co.uk

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The Smart Seller’s Guide: Common Pitfalls When Selling a Business in the UK

13th March 2026

The Smart Seller’s Guide: Common Pitfalls When Selling a Business in the UK

Thinking about selling your business? It’s a huge milestone and it deserves careful planning.

Get it right, and you’ll set yourself up for long term success. Get it wrong, and you could lose time, money, and peace of mind.

In this smart seller’s guide, Jen Goodwin, Director and Head of Corporate at Myers & Co, outlines the must‑know steps to safeguard your position and complete your businesses sale with clarity, confidence, and certainty.

How Should You Prepare Before Selling a Business?

Jumping straight into a sale without preparation is risky. Buyers want a business that’s easy to understand and transfer. Start preparing 3–6 months ahead:

A little preparation now can prevent delays, renegotiations, and price reductions later.

How Do You Value Your Business Realistically?

It’s natural to think your business is worth more than the market says. But unrealistic expectations can put buyers off. Value depends on:

Getting an independent valuation early helps set fair expectations and keeps negotiations on track.

What Are the Tax Implications When Selling a Business?

Tax can make a big difference to what you take home. The way you sell, a share sale vs an asset sale, matters. Many sellers overlook this until its too late.

It’s important to speak to a tax adviser early to structure the deal efficiently and avoid unexpected bills.

How Do You Keep a Business Sale Confidential?

Sharing too much too soon can harm your business if the sale falls through, staff may worry and leave, competitors may take advantage, and customers may hesitate.

Protect yourself with:

What Legal Issues Should You Resolve Before Selling?

Unresolved legal matters can derail a deal or reduce your price. A legal “health check” before marketing your business can potentially save you time and more importantly, money.

Key documents:

Heads of Terms:

A non‑binding outline of the deal, price, what’s being sold, key conditions and timeline. It sets expectations.

Sale & Purchase Agreement (SPA):

The main contract: price, what’s included, payment terms (e.g., upfront vs earn‑out), warranties (promises about the business), indemnities (protections if specific risks arise), and completion details.

Disclosure Letter:

Where you formally tell the buyer about exceptions or risks (e.g., a dispute, a contract that might end on sale). Proper disclosure helps protect you from future claims.

How Do You Choose the Right Buyer for Your Business?

A high price isn’t everything. Check buyers for:

Choose someone who aligns with your goals and can complete the deal smoothly.

Why Is Professional Advice Important When Selling a Business?

Selling a business is complex. The right team makes all the difference:

How Myers & Co Can Help

Selling your business is more than a transaction, it’s a strategic process.

Our experienced Corporate & Commercial team guides you every step of the way, helping you avoid costly mistakes, protect your position, and achieve the best outcome for you.

Thinking of selling?

Contact our Corporate & Commercial team today for clear, practical advice tailored to your goals.

Give us a call, or make an enquiry to find out how we can help.