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  • Writer's pictureLindsay Spiller

5 Mistakes Business Owners Make When Selling Their Businesses

Updated: Dec 31

A "For Sale" sign on an office door
Avoid mistakes when selling your business

Selling a business is no small feat. It requires careful planning, a clear understanding of the market, and a strategic approach to finding the right buyer. But even with the best intentions, business sellers can make costly mistakes that can derail the entire process. In this blog post, we'll delve into five common mistakes business sellers make when selling their businesses and offer tips on avoiding them to ensure a successful transaction.

1. Failing to Prepare the Business for Sale

One of the biggest business sellers' most significant mistakes is not adequately preparing their businesses for sale. This can result in an unattractive offering that potential buyers may pass on. To avoid this mistake, business sellers should:

  • Conduct a thorough review of their financial statements and ensure they are up-to-date and accurate.

  • Identify areas of improvement and implement changes to increase profitability, reduce expenses, or improve cash flow.

  • Address any legal or regulatory issues that may affect the sale of the business.

  • Obtain a professional valuation to price the business accurately.

  • Create a comprehensive information package highlighting the business's strengths, opportunities, and financial performance.

By preparing the business for sale, sellers can showcase the actual value of their business and attract serious buyers willing to pay a fair price.

2. Overvaluing the Business

It's natural for business owners to have a sentimental attachment to their businesses and believe they are worth more than the market may dictate. However, overvaluing the company can lead to a drawn-out sales process or the inability to find a buyer altogether. To avoid overestimating the business, sellers should:

  • Obtain a professional valuation from an experienced business appraiser.

  • Research comparable businesses in their industry to gauge current market conditions and pricing trends.

  • Be realistic about the business's potential growth and future earnings.

  • Be prepared to negotiate the sale price based on market conditions and the interest of potential buyers.

By setting a realistic asking price, business sellers can generate interest from qualified buyers and expedite sales.

3. Not Properly Vetting Potential Buyers

Another common mistake is not thoroughly vetting potential buyers. Selling a business is a complex process; not every interested party is a serious or qualified buyer. To avoid wasting time and resources, business sellers should:

  • Require potential buyers to sign a non-disclosure agreement (NDA) before sharing sensitive information about the business.

  • Request proof of funds or financing to ensure buyers have the means to complete the transaction.

  • Ask for a buyer's resume or background information to gauge their experience and ability to run the business.

  • Be cautious of "tire-kickers" who may express interest but have no intention of moving forward with a purchase.

By vetting potential buyers, business sellers can focus on serious candidates with the experience, financial resources, and motivation to close the deal.

4. Neglecting the Business During the Sales Process

Selling a business can be a time-consuming and demanding process, but it's essential for business owners not to neglect their day-to-day operations. Failing to maintain the business's performance during the sales process can result in declining revenues, customer dissatisfaction, and employee turnover, which can negatively impact the business's value and attractiveness to potential buyers. To avoid this mistake, business sellers should:

  • Delegate tasks or hire an experienced business broker to manage the sales process, allowing the owner to focus on running the business.

  • Maintain open lines of communication with employees to keep them informed and engaged.

  • Continue to invest in marketing, inventory, and other aspects of the business that contribute to its success.

By maintaining the business's performance during the sales process, sellers can ensure their business remains attractive to potential buyers and retains its value.

5. Inadequate Negotiation and Deal Structuring when Selling a Business

Inadequate negotiation skills and poorly structured deals can lead to unfavorable terms for business sellers. This mistake can result in lower sale prices, negative payment terms, or even the deal's collapse altogether. To avoid this mistake, business sellers should:

  • Brush up on their negotiation skills or hire an experienced business broker to represent their interests.

  • Be flexible and willing to compromise, but also be aware of their bottom line and deal-breakers.

  • Work with an attorney to draft a comprehensive and legally binding purchase agreement that protects the seller's interests.

  • Be open to creative deal structures, such as seller financing or earn-outs, which can help bridge valuation gaps or facilitate the deal's closing.

By employing effective negotiation tactics and structuring mutually beneficial deals, business sellers can maximize the value of their businesses and achieve a successful sale.


Selling a business is a significant undertaking; avoiding these common mistakes can be the key to a successful transaction. By properly preparing the business for sale, setting a realistic asking price, vetting potential buyers, maintaining the business's performance during the sales process, and negotiating favorable deal terms, business sellers can increase their chances of finding the right buyer and closing the deal on good terms. Remember, seeking the advice of experienced professionals, such as business brokers, appraisers, and attorneys, can further guide business sellers through the process and help them avoid costly pitfalls.

Spiller Law is an advisor to startup businesses, entertainment and media companies, and artists. Feel free to schedule a free consultation.


Spiller Law is a San Francisco business, entertainment, and estate planning law firm. We serve clients in the San Francisco Bay Area, Silicon Valley, Los Angeles, and California. Feel free to arrange a free consultation using the Schedule Appointment link on our website. For other questions, feel free to call our offices at 415-991-7298.


The information provided in this article is for general informational purposes only and should not be construed as legal advice or opinion. Readers are advised to consult with their legal counsel for specific advice.


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