Key Accounting Steps to Take Before Selling Your Business
Selling your business is one of the most significant financial decisions you’ll ever make. Whether you’re planning retirement, moving to a new venture, or capitalising on growth, preparing properly can dramatically increase your sale price and reduce your tax bill.
At Welf Accountants, we regularly advise business owners on how to prepare for a successful exit. Below are the key accounting actions you should take in the months — and ideally years — leading up to a sale.
1. Get Your Financial Records in Order
Buyers will scrutinise your numbers. Clean, accurate, and well-presented financial records build confidence and increase value.
Before going to market:
Ensure at least 3 years of up-to-date accounts
Reconcile all balance sheet items
Clear up historic bookkeeping errors
Separate personal expenses from business costs
Ensure VAT and PAYE filings are up to date
If your accounts are messy or incomplete, buyers may lower their offer or walk away entirely.
Businesses with clear management accounts and strong financial reporting often attract higher valuations.
2. Improve and Stabilise Profitability
Your business valuation is often based on a multiple of profits (such as EBITDA). Even small improvements in profitability can significantly increase your sale price.
Key actions include:
Reviewing pricing strategy
Cutting unnecessary overheads
Reducing reliance on one customer
Locking in recurring revenue contracts
Improving gross margins
If you plan ahead 1–2 years before sale, you can position your business to achieve a stronger multiple.
3. Normalise Your Accounts
Buyers will want to see the true underlying profitability of your business. This means adjusting for:
One-off expenses
Personal or non-commercial costs
Director salaries above/below market rate
Unusual income items
This process is known as “normalisation” and is critical for achieving a fair valuation.
At Welf Accountants, we help clients present adjusted EBITDA clearly and professionally to prospective buyers.
4. Review Your Tax Position Early
Tax planning should start well before a sale is agreed.
Important areas to review include:
Capital Gains Tax exposure
Business Asset Disposal Relief eligibility
Share structure and ownership
Use of holding companies
Timing of dividend extraction
For UK business owners, Business Asset Disposal Relief (formerly Entrepreneurs’ Relief) can significantly reduce Capital Gains Tax if conditions are met.
You can review official guidance from HM Revenue & Customs to understand the qualifying criteria — but tailored advice is essential to ensure compliance.
Leaving tax planning until after heads of terms are signed is often too late.
5. Strengthen Your Balance Sheet
A strong balance sheet improves buyer confidence.
Consider:
Reducing unnecessary debt
Writing off bad debts
Reviewing stock levels
Tidying up intercompany balances
Clearing director loan accounts
A clean balance sheet reduces negotiation friction during due diligence.
6. Prepare for Due Diligence
Financial due diligence can be intense. Buyers and their advisers will request:
Detailed management accounts
Revenue breakdowns
Customer concentration reports
Aged debtors and creditors
Forecasts and cash flow projections
Tax compliance evidence
Preparing these in advance speeds up the process and prevents price chips later.
7. Review Working Capital Requirements
Many deals include a “normal working capital” adjustment.
This means:
If working capital is below an agreed level at completion, the price may be reduced.
If above, you may receive more.
Understanding your average working capital position helps avoid surprises at completion.
8. Consider the Deal Structure
Not all sales are structured the same way. The accounting and tax implications vary depending on whether the deal is:
A share sale
An asset sale
A management buyout
An earn-out arrangement
Each structure affects tax, risk exposure, and net proceeds differently. Early advice ensures you negotiate the right structure — not just the headline price.
9. Plan Your Exit Timeline
Ideally, business exit planning should begin 2–3 years before sale.
This allows time to:
Improve profitability
Restructure shareholdings
Optimise tax planning
Build recurring revenue
Reduce key-person dependency
Rushed sales rarely achieve maximum value.
10. Work With Specialist Advisers
Selling a business involves accountants, tax advisers, solicitors, and often corporate finance professionals. Coordinated advice protects your position and strengthens negotiation leverage.
At Welf Accountants, we guide business owners through:
Pre-sale financial preparation
Tax optimisation strategies
Forecasting and valuation support
Due diligence readiness
Post-sale tax planning
Final Thoughts: Preparation Drives Value
The difference between a well-prepared sale and a rushed one can mean hundreds of thousands of pounds in your pocket.
If you’re considering selling your business — even if it’s years away — early accounting and tax planning can:
Increase your valuation
Reduce your tax bill
Prevent deal delays
Improve buyer confidence
Maximise your net proceeds
Disclaimer: The information provided in this blog is for general informational purposes only and does not constitute financial or tax advice. Before making any investment decisions or relying on any of the information provided, you should seek professional advice tailored to your specific circumstances. Welf Accountants accepts no responsibility for any losses or liabilities arising from the use of this information. Correct as of date of publication.