Business Exits
What is your business worth – How do you plan your exit or succession – Ready for a corporate (re)construction?
We love having that feeling! You know the one where someone is paying a big number to our client to buy their business … and we can see the business owner and their family are going to have a fabulous lifestyle as a result. It marks a really satisfying day. And this is stuff that we are good at as well. Of course, is your business really worth what you want it be? Or what your broker reckons they can sell it for? Spoiler alert; brokers can and will suggest an inflated amount to get your business! Buyers will form their own view, often more conservatively. Optimism can be useful; realism is essential.
However, we can help! We can help you to work on your business to maximise its value and to plan for your sale so that you get the smallest tax bill and the maximum payout for your years of hard work.
A big part of advising business owners – is firstly knowing what their business are worth and, secondly, planning their exit – so that is just what we do.
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Company Valuation
Understanding the value of your business is not just about a future sale. It is about perspective.
We regularly prepare company valuations for owner‑managed businesses. Any valuation, by its nature, is a point in time. It reflects a methodology, a set of assumptions and an informed view — not a guaranteed outcome. A prospective buyer will apply their own lens, priorities and negotiating position. For that reason, a valuation should be seen as a baseline, not a promise.
That baseline, however, is powerful.
Commissioned well in advance of any transaction, a valuation provides a clear starting point for future negotiations. It also allows you to understand what is really driving value in your business — and where that value may be fragile.
Many clients find that reviewing their valuation regularly, often annually, is particularly helpful. Over time, it becomes a way of tracking progress, testing strategy and measuring performance. When combined with a personal balance sheet, it also provides a clearer picture of family wealth and how it is evolving.
Different businesses require different valuation approaches. A capital‑intensive business is valued differently to a professional practice; a growth company differently to a mature one. Part of our role is to determine which methodology is appropriate, and why.
Get In Touch
If you would like to understand what your business may be worth — and how that value is likely to be perceived — we would be happy to discuss this with you.
Contact: [email protected]
Corporate Reconstructions
Corporate reconstructions cover a wide range of situations, but they all have one thing in common: changing how a business is structured in order to achieve a clearer objective.
In practice, a corporate reconstruction may involve:
- bringing separate companies together under a group structure;
- reorganising ownership within an existing group;
- transferring property or other assets between companies;
- facilitating the exit of a shareholder following a dispute or divorce;
- or creating a holding company to support a management buy‑out or buy‑in.
The mechanics may vary, but the underlying question is always the same: what are you trying to achieve?
Purpose before structure
Corporate reconstruction is not an exercise in moving pieces around for its own sake. It is a strategic process, typically undertaken to:
- improve efficiency or profitability;
- simplify a complex group structure;
- manage risk;
- support succession or exit planning; or
- stabilise or realign a business following change.
The desired outcome should always come first. The legal and corporate steps follow from that, not the other way around.
The tax dimension
The complexity in most reconstructions lies less in company law and more in tax. Reorganising a group can trigger corporation tax, capital gains tax, income tax and stamp taxes at both company and shareholder level. In many cases, reliefs are available — but only if the reconstruction is properly planned and executed.
This is where we are typically involved:
- advising on the tax implications of the proposed restructuring;
- identifying opportunities to mitigate unnecessary tax costs; and
- ensuring the steps taken align with the commercial objective.
In many cases, this also involves applying to HMRC for advance tax clearance.
Tax clearance
A tax clearance provides confirmation from HMRC, in advance, that they accept the reconstruction as described and that they do not intend to apply anti‑avoidance legislation to it.
This does not mean that no tax will arise — but it does mean certainty. It allows you to proceed knowing how HMRC will treat the transaction, rather than discovering issues after the event.
A practical approach
Corporate reconstructions work best when they are:
- planned holistically;
- aligned with wider personal and commercial objectives; and
- supported by early tax input.
Handled well, they simplify structures, reduce friction and put businesses in a stronger position for the future. Handled poorly, they add cost and risk with little benefit.
Get In Touch
If you are considering a corporate reconstruction — or believe that your current structure no longer serves its purpose — we would be happy to discuss how this could work in your circumstances.
Contact: [email protected]
Business Exit Planning
For most people, exiting a business is a once‑only event. Even for serial entrepreneurs, each exit matters. It is rarely just a transaction. It involves money, people, identity and, often, emotion.
A successful exit is not simply about signing documents and walking away. It requires a plan that reflects:
- your personal objectives;
- the nature of the business;
- the people involved; and
- what you want the next stage to look like.
Crucially, it also requires a genuine and emotional decision to exit. Until that point is reached, even the most technically sound plan will struggle to succeed.
What does “exit” really mean?
An exit does not always mean a complete departure.
It may involve:
- one shareholder leaving while another remains, for example following a dispute or divorce;
- selling the business to a third party;
- transferring ownership while retaining a different role; or
- extracting value while the business itself continues.
There is no single definition, and no default route. Every exit brings tax, financial and practical implications that need to be considered carefully.
Common exit routes
The following are some of the more common strategies we help clients consider. Each can be effective in the right context.
Sale to a third party
Often the most visible option, and sometimes the most lucrative. A third‑party sale can be highly rewarding, but it can also be demanding and emotionally challenging, particularly where founders are closely tied to the business.
Management buy out (MBO)
A management buy‑out involves the existing leadership team acquiring the business, typically with external funding or loan finance. This route works best where responsibility has already started to shift away from the owner. It is often supported by a corporate reconstruction, such as the introduction of a holding company.
Employee Ownership Trust (EOT)
Selling to an Employee Ownership Trust allows a founder to transfer ownership to employees via a trust structure. This route is increasingly popular and can offer attractive tax outcomes. It often suits owners who prioritise legacy, continuity and employee engagement alongside value.
Members’ Voluntary Liquidation (MVL)
Where there is no business to sell, but value sits in cash or assets, a Members’ Voluntary Liquidation allows that value to be extracted efficiently. MVLs are commonly used where a business has reached the end of its natural life.
Succession within the family
Passing a business to the next generation can work well, but only with capable and willing successors and a clear plan for control, ownership and income. Without this, family succession can create more problems than it solves.
Changing your role
An exit does not have to be immediate or absolute. Some owners transition gradually, stepping back into a non‑executive or strategic role while day‑to‑day control passes to others. This can be a sensible route where timing and readiness are uncertain.
Purchase of own shares
In some cases, a company can buy back some or all of a shareholder’s shares, allowing a controlled exit and retirement from the business. This is both an exit strategy and a form of corporate reconstruction.
Sale of a subsidiary
Where a group structure exists, selling a subsidiary can be an effective way of realising value. In certain circumstances, the Substantial Shareholdings Exemption may apply, resulting in no corporation tax on the disposal.
Choosing the right path
There is no such thing as a perfect exit strategy.
The right approach balances:
- financial outcome;
- tax efficiency;
- continuity of the business;
- impact on people; and
- your personal priorities and timing.
The most effective exit plans start with a clear view of the destination and work backwards from there. Money matters, but so do legacy, control, responsibility and what comes next.
Get In Touch
If you are beginning to think about exiting your business — whether in the near term or further ahead — we would be happy to help you explore the options and shape a plan that works for you.
Contact: [email protected]