Resources · How It Works
The Business Sale Process
Selling a business is a structured process with four distinct phases. Understanding what happens at each stage — and what you need to prepare — is the difference between a smooth sale and a stressful one.
Watch First · 2 min 56 sec
Business Sale Process — Video Overview
Before reading through the detail below, this short video gives you the full picture in under 3 minutes. Richard walks through the steps from listing to settlement — designed for vendors but equally useful for buyers who want to understand what to expect.
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At a Glance
Four phases. Typically 4–6 months end to end.
Phase 01
Awareness
Weeks 1–4
Phase 02
Negotiation
Weeks 4–10
Phase 03
Due Diligence
Weeks 8–16
Phase 04
Preparation for Settlement
Weeks 14–20
Timelines are indicative. Complex businesses, multi-site operations, or deals requiring finance conditions can extend the process. The quickest sale in Richard's portfolio settled in 2 weeks; the longest took 2 years.
Phase 01 · Weeks 1–4
Awareness
Getting your business in front of the right buyers
The campaign goes live. Your business is presented to a qualified buyer database, listed on major platforms, and marketed through targeted channels. The goal is maximum exposure to serious buyers — not tyre-kickers.
Information Memorandum prepared
A professional IM is the centrepiece of every campaign. It covers financials, operations, staff, lease, growth opportunities, and the story of the business. Buyers use it to make their first serious assessment.
Confidential marketing launched
The business is listed on major platforms and marketed to a pre-qualified buyer database — without disclosing the identity of the business until an NDA is signed.
Buyer enquiries fielded and qualified
Every enquiry is screened. Richard qualifies buyers on the 4 C's — Conviction, Capability, Capacity, and Cash — before they receive any confidential information.
Watch: The 4 C's of Buying a BusinessNDA executed before disclosure
No financial or operational detail is shared until a Non-Disclosure Agreement is signed and the buyer is qualified. This protects you, your staff, and your customers.
Why this phase matters
The first 14 days of a campaign generate the highest inquiry volume. A well-prepared IM and a clean, professional listing are the difference between a strong opening and a slow start you can't recover from.
Phase 02 · Weeks 4–10
Negotiation
Moving from interest to a signed heads of agreement
Qualified buyers inspect the business, ask questions, and form a view on value. Richard manages the process — facilitating site visits, answering buyer queries, and guiding both parties toward a price and terms that work.
Site visits and management meetings
Serious buyers visit the business, meet key staff (where appropriate), and assess operations firsthand. Richard manages the logistics and ensures confidentiality is maintained throughout.
Offers received and assessed
Offers come in as Letters of Intent or verbal proposals. Richard advises on the merits of each — not just price, but terms, conditions, and the buyer's ability to complete.
Price and terms negotiated
Negotiation is rarely just about price. Vendor finance, earn-outs, transition periods, and lease assignments all form part of the deal structure. Richard navigates these on your behalf.
Heads of Agreement executed
Once price and key terms are agreed, a Heads of Agreement (HOA) is signed. This is a non-binding summary of the deal that sets the framework for the formal contract and due diligence.
Typical timeline
Most businesses receive their first serious offer within 4–8 weeks of going to market. The negotiation phase can move quickly once a motivated buyer is identified — or it can take longer if multiple parties are involved.
Phase 03 · Weeks 8–16
Due Diligence
The buyer verifies everything — be ready
Due diligence is the buyer's formal investigation of the business. They will examine financials, contracts, leases, staff arrangements, and operations in detail. This phase is where deals can fall over — preparation is everything.
Financial records reviewed
The buyer's accountant will review 3 years of financials, tax returns, BAS statements, and management accounts. Discrepancies between what was represented and what the records show are the most common reason deals collapse.
Legal and contractual review
Leases, supplier agreements, customer contracts, employment agreements, and any IP or licences are reviewed by the buyer's solicitor. Richard coordinates access and manages the data room.
Operational review
The buyer assesses staff, systems, processes, and key dependencies. A business that runs without the owner is worth more and easier to sell. Richard helps vendors prepare for this scrutiny before the campaign begins.
Conditions satisfied or renegotiated
If due diligence reveals issues, the buyer may seek a price adjustment or additional conditions. Richard manages this negotiation — most issues can be resolved without the deal falling over if they are handled early and transparently.
The most common deal-breaker
Undisclosed liabilities, inconsistent financials, or a lease that can't be assigned are the three most common reasons deals collapse in due diligence. Richard works with vendors to identify and resolve these issues before going to market.
Phase 04 · Weeks 14–20
Preparation for Settlement
From signed contract to a clean handover
The contract is signed, conditions are satisfied, and both parties prepare for the transfer of ownership. This phase involves solicitors, accountants, landlords, and suppliers — Richard coordinates the moving parts so nothing falls through the cracks.
Formal contract of sale executed
The solicitors prepare and exchange the formal Business Sale Agreement. This is a binding contract that sets out all terms, conditions, and the settlement date. Richard reviews the commercial terms before execution.
Finance and conditions satisfied
If the buyer has finance conditions, these must be satisfied before settlement. Richard monitors progress and keeps both parties informed. Delays here are common — build buffer time into your expectations.
Lease assignment or new lease negotiated
The landlord must consent to the lease assignment (or grant a new lease to the buyer). This is often the longest lead-time item in the settlement process. Richard initiates this early.
Transition and training period agreed
Most business sales include a vendor training period — typically 2–4 weeks where the seller works alongside the buyer to transfer knowledge, introduce key contacts, and ensure a smooth handover.
Settlement and funds transfer
On settlement day, the purchase price is transferred (less any deposit already paid), keys and access are handed over, and ownership formally changes. Richard is present or available throughout.
What a clean settlement looks like
A well-prepared vendor, a motivated buyer, and a broker who has managed the process from day one. Settlement should be a formality — not a scramble. The work that makes settlement smooth happens in phases 1 and 2.
Ready to understand what your business is worth?
The first step is an appraisal — a confidential conversation about your business, your goals, and what the market is likely to pay. No obligation, no pressure.