Selling your business? You might have more options than you think

When a founder says, “I want to sell my business,” the obvious assumption is that they want to walk away with a cheque and move on. But it isn’t always that simple and not always what you want or need.

Having advised on hundreds of sales and acquisitions, we know the best outcomes start with an honest conversation about what the founder/s actually want, as this may vary between founders, and also where the business can go from this agreed goal.

There are many options such as : You may want to sell all of the business. But you could maybe have just a partial exit and you are happy to stay on. You could decide instead you want investment to grow or privately list the company; it could be better to pass the business to family or hand ownership to your management team or employees. These are very different deals, with very different consequences.

What could your exit look like?

Depending on your circumstances, your options might include:

Funding round bringing in capital in return for equity, debt or a combination.

Partial sale taking some liquidity while retaining an interest in the future.

Full sale selling the company and walking away, immediately or after a transition.

Management buyout transferring ownership to the people already running the business.

Employee Ownership Trust creating a succession route while preserving the business and its culture.

Earn-out or deferred consideration receiving part of the value later, often linked to future performance.

Future listing or IPO keeping open the possibility of a much larger investment opportunity.

The right route depends on the business, its value and profitability, the cash available and, importantly, what you personally need now and in the future.

What happens if it doesn’t work out?

This is one of the questions founders often ask too late and something we want to flag early in the talks and strategic planning stages.

A partial sale might sound attractive: take money out, retain an interest and stay involved for a few years. But what happens when you are no longer the person calling the shots, can you work for your own business under new management for example?

We recently acted for founders who completed a partial sale and were expected to remain in the business for five years before realising the remaining value. The reality was very different from what they had expected. They went from owning their own company, with a relaxed culture, to feeling like employees under institutional ownership being driven aggressively target focused. The relationship with the new investor simply did not work for two of the founders.  Fortunately, anticipating this we had created a legal structure and undertaken negotiations knowing this could be a possibility. We were able to negotiate a route out that protected much of the founders’ remaining value. They took a hit, but they were not trapped not lost their share value fully and could move on.

That difficult conversation had happened before the deal was signed and whilst playing devil’s advocate  isn’t easy that’s our role. That is why legal advice genuinely needs to happen before you start down the exit path not when the deal is done or the relationship has already broken down.

Preparation is everything: Find the problem before the buyer does

The same principle applies to the business itself. A buyer’s due diligence will put your contracts, employees, shareholders, IP, records and historic decisions under the microscope. We recently acted on a sale where an important piece of technology had been developed for the business, but ownership of the IP had never been properly transferred. The buyer found it during due diligence. What initially looked like a minor administrative issue suddenly became a valuation and deal-risk question.

Fortunately, we were able to resolve the position with the developer and keep the transaction on track. But it created unnecessary stress, delay and negotiation that could have been avoided. A pre-sale legal review can identify issues around IP ownership, contracts, employment, shareholdings, historic transactions, disputes, regulatory requirements, property and third-party consents while you still have time to deal with them.

Preparation is not about pretending your business is perfect. No business is.  It is about knowing what the problems are, fixing what you can and understanding how to manage what remains. Your buyer shouldn’t be the first person to discover your red flags as they will of course use this as leverage to reduce value or vary terms in their favour. As a founder go in armed and with everything in place then you have the leverage.

Start with the end in mind

Before speaking to a buyer or investor, ask yourself:

How much do I actually want to sell?

How much control am I prepared to give up?

Do I want to stay, and if so, for how long?

What happens if I do not want to stay?

Do I want all my money now, or am I prepared to take some later?

What does success look like for me personally?

The highest valuation does not necessarily mean the best deal for the founder. A transaction can look fantastic on paper and feel very different two years later. Good preparation gives you choices. It means understanding your options, getting your legal house in order and having the difficult conversations before someone else starts defining the deal for you. And whether you are selling, raising investment or considering succession, the deal is not really done until you know what comes next and have agreed it.

Next in the series: The Deal Isn’t Done : Investment or Exit ……Until You Know What Comes Next.

Key takeaways

Consider a range of exit strategies such as partial sales, full sales, management buy‑outs, employee ownership trusts, or IPOs rather than assuming a single option is best

Clarify your personal and financial goals before you start talking to potential buyers to ensure the chosen exit aligns with your objectives

Prepare all legal documentation and corporate structures in advance, as a well‑organized legal foundation speeds up negotiations and reduces surprises

Conduct thorough due‑diligence on prospective buyers and be ready for theirs, because hidden liabilities can derail a deal

Factor in your personal circumstances – like retirement plans, family considerations, and future involvement – to select the exit route that best fits your life stage

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