Preparing your business for sale: what to do 12–18 months before

Most owners start preparing to sell when a buyer appears. By then, half the levers that affect the price are already out of reach. The reason serious preparation takes 12 to 18 months isn't ceremony — it's arithmetic. Buyers price a business on its recent, provable track record, so any improvement you make needs time to show up in a full set of clean numbers. We've bought more than 30 businesses, which means we've seen what prepared and unprepared look like from the buyer's chair. The difference is rarely the business itself. It's how much of the value survives contact with due diligence.

Start with the numbers

This is the least glamorous job on the list and the most valuable. Get monthly management accounts produced that agree with your year-end accounts. Take personal spending out of the business — the car, the travel, the family member on payroll who doesn't really work there. Make sure revenue sits in the right periods, and write down the explanation for anything unusual before someone asks. The arithmetic is brutal: the price will be a multiple of profit, so every pound of profit a buyer can't verify costs you several pounds at completion. And messy numbers cost more than money — once a buyer stops trusting your accounts, they start discounting everything you say.

Make the business less about you

Here's a simple test: could you take a month off without the business noticing? If not, that's what a buyer will see too. A business that walks out the door with its owner doesn't get a clean offer — it gets a conditional one: a lower price, a long earn-out, a requirement that you stay for years. The fix takes time, which is exactly why it belongs at the top of this list. Move client relationships onto your senior people, one by one. Get the knowledge that lives in your head into written processes. Let your team make decisions while you're still there to catch mistakes. Every piece of the business that runs without you converts directly into a cleaner deal.

Then work through the rest of the list

Each of these is a small job now. Discovered by a buyer's lawyers at week six of due diligence, each one becomes a delay, a price reduction, or both:

1. Look hard at your client base. If one customer is a quarter or more of revenue, every buyer will price that risk in. Reduce concentration where you can, get trading relationships into written contracts, and deal with renewals that would otherwise fall mid-sale.
2. Clear the decks. The simmering dispute, the share option promised by email and never papered, the lease that rolled on informally, the missing employment contracts. Anything unresolved will be found — make the boring list and work through it.
3. Get ahead on tax. Speak to your accountant about the tax position now. A year before a deal, your options are open; after heads of terms are signed, most of them have closed.
4. Decide what you actually want. All cash and a clean break, or a bigger total through an earn-out? What must happen for your staff? What does your Monday look like afterwards? Knowing your own priorities is a negotiating advantage.

The honest payoff

Preparation doesn't conjure value out of nothing, and anyone who promises it will double your price isn't being straight with you. What it actually does is stop value leaking: fewer findings for a buyer to chip the price with, a faster process, better terms, and a much higher chance the deal completes at the number you shook hands on. There's also a quieter benefit — if you do all of this and then decide not to sell, you'll own a stronger business that no longer depends on you. That's a good outcome either way. For what comes next in the process, read our plain-English guides to valuation and due diligence.