Learn · Selling · Step 2. Decide how to sell
Selling on your own vs. with a broker
The short version
- Both paths can work. Neither is right for every owner.
- A [broker](/learn/reference#business-broker "A person or firm paid, usually a percentage of the sale price at closing, to value a business, prepare the materials, find and screen buyers and manage the process. What a broker does and does not do is its own piece.") does much of the work and earns a fee, usually paid at closing.
- Selling on your own keeps that fee and puts the work on you.
- Either way you need your own M&A attorney and an accountant.
- Most owners make this call early, often before they know what the business is worth. It is worth making on purpose.
Two paths, side by side
With a broker
- The work. The broker prepares the main document buyers read, called a [confidential information memorandum](/learn/reference#confidential-information-memorandum "The document that describes a business for sale to a buyer who has signed a non-disclosure agreement. The numbers, the history, the customers, the people and the reason for selling.") or CIM. They help build the data room, a secure online folder of the documents a buyer will check. They also market the business, screen buyers and manage the process. You answer questions and make the decisions.
- The cost. A fee, usually a percentage of the sale price paid at closing. Lesson 2.3 covers how it works.
- Reach. The broker brings their own network of buyers and their marketing.
- Confidentiality. The broker is the first contact, so buyers learn who you are only after they have been screened and signed a confidentiality agreement.
- Control. You agree to terms with the broker, often including a period when only they can sell the business.
On your own
- The work. You prepare the CIM and build the data room, a secure online folder of the documents a buyer will check. You find buyers, screen them and manage the process. Your attorney and accountant still do their parts.
- The cost. No broker fee. You spend your own time, and you may pay advisors for some of the work a broker would have done.
- Reach. You rely on your own network, your industry and direct outreach.
- Confidentiality. You are the first contact, so you control what each person learns and when.
- Control. No agreement with a broker. Every decision and every conversation is yours.
What decides it
A few questions usually settle it.
- How much time can you give this while still running the business well?
- Do you already know a likely buyer?
- How comfortable are you negotiating price and terms?
- How complex is the business: several locations, many employees, real estate, contracts that must transfer?
Neither path is permanent. Some owners start on their own and bring in a broker later. Some brokers will agree to exclude a buyer you already know from their fee. Lesson 2.4 covers how.
When you are ready to talk to someone
Nobody needs to know you read this. When you are ready, these are the questions to bring.
- For a broker: "What would you do that I cannot, for a business like mine?" Listen for: specifics about the buyers they can reach and the work they would take off your plate. A general sales pitch tells you little.
- For your M&A attorney: "What changes in your role if I sell without a broker?" Listen for: the extra tasks they would take on, and what that would cost.
- For your accountant: "Which parts of the preparation could you take on if I sell on my own?" Listen for: specific pieces, such as preparing the numbers buyers ask for.
When you’re ready
What is the business actually worth? Start there — no account, no contact, no obligation. Find out what it's worth