Andrew Fielder, head of business legal services at Banner Jones, outlines the key steps business owners should take to prepare for a successful sale. and ensuring it all goes smoothly…
Selling a business is a major milestone and one that requires careful planning to maximise value and avoid unnecessary delays. In the current economic climate, many business owners are reviewing their options earlier than expected, whether because of rising costs, pressure on cash flow or the need to release capital tied up in their business.
Alongside long-term succession planning, some businesses are also considering a full or partial sale, or the disposal of assets such as commercial property, to manage financial pressures while protecting future stability.
Recent changes to capital gains tax (CGT) have added further urgency. In April 2025, the CGT rate for gains qualifying for Business Asset Disposal Relief increased from 10% to 14%, with a further rise to 18% due in April 2026.
Lay strong legal foundations
A legally robust business is more attractive to buyers and far less likely to stall during due diligence – a critical advantage where a sale is under time pressure. Getting the fundamentals right is essential: from shareholders’ agreements to business wills, LPAs and clear dispute resolution processes.
Sort the shareholders’ agreement
For businesses with multiple owners, a well-drafted shareholders’ agreement is crucial. It ensures clarity on ownership rights and prevents disputes that could disrupt a sale at a time when certainty is vital.
Do your business will and LPAs
Having a structured plan in place protects operations and safeguards the value of the business, which is especially important where owners are navigating financial uncertainty.
Dispute resolution mechanisms
Clear processes for resolving disagreements between business partners can prevent conflicts from delaying or jeopardising a sale or disposal.
Premises and asset considerations
Many established businesses, particularly across Sheffield, Chesterfield, Dronfield and Mansfield, hold significant value in their premises or wider asset base.
If your business operates from owned or leased property, addressing property-related matters early can significantly improve outcomes – whether the intention is to sell the business, sell surplus assets or dispose of commercial property to improve liquidity.
Clarify lease agreements
Buyers want certainty. An expiring or problematic lease, or unclear property arrangements, can deter interest or affect value. Renewing or clarifying lease terms in advance can strengthen a business’s position.
Commercial property and asset sales
Selling a freehold property, part of a portfolio or non-core business assets can release capital and support ongoing trading – but these transactions still require careful legal preparation to avoid delays, tax inefficiencies or value erosion.
Maintenance and compliance
Outstanding repairs, title issues or regulatory breaches can quickly become obstacles. Addressing them early reassures potential buyers and strengthens negotiating positions.
Managing employees and HR considerations
A well-managed workforce is a core asset in any business sale – and one buyers will scrutinise closely. Clear structures, consistent policies and up-to-date documentation demonstrate stability and help minimise disruption during a transaction. This is particularly important where a sale or restructuring is being pursued under financial pressure and certainty around people and processes is essential.
Update employment contracts and policies
Ensuring that all employees have up-to-date contracts with clear terms is key to presenting a stable, well-run business. Where required, we work closely with our specialist employment team to support clients in putting the right documentation and processes in place, particularly where a sale or restructuring forms part of a wider response to financial pressure.
Mitigate business risks
Whether a sale is driven by long-term planning or shorter-term financial concerns, proactive risk management can enhance a business’s saleability and reduce the chance of costly complications.
Take a legal health check
Reviewing supplier contracts, standard terms and regulatory compliance can help identify potential issues before a buyer does, allowing issues to be resolved on the business’s own terms.
Standardise terms and conditions
Robust, enforceable contracts strengthen a business’s negotiating position and help maintain confidence during negotiations.
Why acting early matters – take the advice!
There is a lot to consider when selling a business or disposing of assets, and even more so when decisions are being made against a backdrop of financial pressure. But acting early can protect value, preserve choice and lead to far better outcomes. At Banner Jones, we guide business owners through every stage – whether they are planning ahead or responding to changing circumstances.
For expert legal advice on selling a business or disposing of commercial assets, contact the Banner Jones team in Chesterfield, Sheffield and Mansfield via info@bannerjones.co.uk, or 0333 200 2301.
