How firms are sold

Every sale of a UK advice firm takes one of a small number of shapes, and the first fork is legal rather than commercial. You either sell the shares in your company, and the buyer takes the business whole with its history attached, or you sell the assets, which in practice means the client relationships and the ongoing income, and you keep the company and wind it down yourself. That single choice sets your tax position, decides how much of the past you remain responsible for, and shapes almost every other term in the deal.

The plainest route is a client bank sale. The buyer takes on the clients and the ongoing charges attached to them, usually paying in tranches as those clients are written to, give consent where consent is needed, and stay put. Because the buyer is exposed to clients leaving, the price is tied to how many of them remain at agreed measuring points. The seller normally stays involved for a handover period, because the introduction from a trusted adviser is the thing that makes retention work at all.

A structured asset sale to a national acquirer follows the same legal shape but runs as a programme rather than as a one-off transaction. The buyer has a defined proposition, a process for migrating clients onto it, and a template it has used many times. The trade is predictability for flexibility: the terms are less negotiable than in a private deal, and the work of moving clients across is largely done for you, on the buyer's timetable and to the buyer's standards.

Whatever the route, expect much of the headline figure to be conditional. Deferred consideration and earn-outs pay you over time against retained income, retained clients or agreed profit, which means the number you announce at completion is not the number you bank. Read the measurement terms harder than you read the multiple. Who decides whether a client counts as retained, what happens if the buyer's own service problems drive clients away, and how much of the outcome stays within your control once you are no longer running the firm.

The other thing to plan for is time. A sale is measured in months rather than weeks, diligence takes longer than sellers expect, and regulatory permissions and client consent both move at their own pace. If the deal carries an earn-out, the relationship continues for years after completion. The articles below take each route in turn and set out how each one is structured in practice.