Sector guide · Window furnishings & interiors
The deal killers when you sell a window furnishings business
These five issues sink or discount more custom interiors sales than everything else combined. All fixable, all needing lead time.
Nothing on this page is legal, financial or taxation advice. Free confidential appraisal, no cost and no obligation. Last updated 15 September 2026.
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These five issues sink or discount more custom interiors sales than everything else combined. All fixable, all needing lead time.
01The owner is the brand, the measurer and the closerThe big oneOwner dependence
When customers ask for you by name, only you can measure, and only you can close the big quotes, the buyer is purchasing a hope that your customers transfer their loyalty. Start putting other people in front of customers at least a year out, because in a relationship business trust transfers slowly.
02A remake problem hiding in the marginsMargin quality
Untracked remakes, absorbed mismeasures and quiet fix up visits all bleed margin invisibly until due diligence makes them visible at the worst moment. Track the rate honestly, fix the process causing it, and turn a hidden liability into documented proof of quality.
03One builder or one supplier holding the business upConcentration
A single volume builder at half your revenue, or one offshore maker with no agreement behind your hero product, are concentrations a buyer will price hard. Diversify the builder book and paper the supply relationships well before market. Even meaningful movement changes the conversation.
04Riding the renovation cycle downCycle timing
This industry moves with renovation and building activity, and buyers buy trend lines. Selling into a visible decline invites opportunists. If activity has softened, spend the time strengthening trade revenue and the lead engine, then sell the recovery story from strength rather than the slide from weakness.
05A warranty tail nobody can sizeLiability
Years of installed product with no claims records, no documented process and no idea of the true rate makes every buyer assume the worst and price for it. A simple claims register maintained for even a year before sale shrinks the fear back down to the small number it usually is.
Payroll tax on subcontract installers, sections 13A to 13F
Queensland’s relevant contract provisions can deem payments to nominally independent subcontract installers to be taxable wages. In the sale of an installation-heavy business, this is the most commonly missed liability, and it is missed because it does not appear anywhere in the accounts. There is no line item, no accrual and no correspondence, right up until a buyer’s accountant asks how the installers are engaged.
The provisions sit in Division 1A of the Payroll Tax Act 1971 (Qld), at sections 13A to 13F. Section 13A defines a contract as “an agreement, arrangement or undertaking, whether formal or informal and whether express or implied”. That definition is deliberately wide. Having no written agreement with your installers does not put you outside the provisions. It only makes your position harder to evidence when you are asked to prove it.
Section 13B defines a relevant contract and sets out the exclusions. They cover contracts of service, services ancillary to the supply of goods, services of a kind not ordinarily required by the business and not performed for more than 180 days in a year, services performed for under 90 days, services provided by a person who ordinarily performs such services for the public generally, and work performed by the contractor’s own employees. The Commissioner can disregard those exclusions where satisfied the contract was designed to avoid payroll tax.
Apply that to a typical installer network. Five to fifteen ABN holders, working almost exclusively for one business, for well over 90 days a year, wearing that business’s shirts, driving to jobs that business booked, and not offering installation services to the public generally. That arrangement is unlikely to fall inside the exclusions, and installation is plainly a service ordinarily required by a window furnishings business rather than an occasional one.
The registration trigger is a weekly figure. An employer must register for Queensland payroll tax when they pay more than $25,000 a week in Australian taxable wages. If your installer payments are deemed to be wages and added to your payroll, the aggregate can cross that line in a business that has never considered itself a payroll tax payer. The Queensland payroll tax rate, the annual threshold and the Queensland Revenue Office public rulings on contractors could not be verified from the primary source when this page was researched in August 2026, so no rate is stated here. Your accountant can confirm the current figures.
What happens in a transaction is predictable. Unpaid historic payroll tax becomes an indemnity, a retention or a price reduction, and the amount is set by the buyer’s advisers rather than by you. Structure changes who carries it. In an asset sale the liability generally stays with your entity. In a share sale it travels with the company the buyer acquires, which is why buyers run deeper diligence on this point in a share sale and price it accordingly.
Deal with it before you list, not during diligence. Get your accountant to run the section 13B exclusions against each installer relationship, document which exclusion you say applies and why, and gather the evidence that supports it. Evidence means their other clients, their own advertising, their own employees, their own tools and insurances, and the number of days worked. Doing that work yourself converts an open-ended contingency into a bounded question, and a bounded question is far cheaper to negotiate.
The 12 to 24 month preparation window
The owners who end up with a contested sale started a year or two ahead of it. Here is the one I take window furnishings and interiors clients through.
Know where you stand
Start hereGet a confidential market appraisal so you know what the business is likely worth today and which specific levers would lift that figure for your business. This costs you nothing and commits you to nothing.
Clean the engine room
12 to 24 months outSeparate the financials, sort deposits and WIP treatment, build the normalised earnings schedule, start the remake and warranty registers, paper the supplier and installer arrangements, and get margin visible by product line. Unglamorous work that converts directly into price and shortens due diligence.
Build the premium
6 to 18 months outGrow the lead engine the business owns, train the measure and quote capability beyond yourself, deepen and diversify the trade and designer book, and step back from the showroom floor. This is the phase where the business stops being a talented owner with helpers and becomes a machine a buyer will compete for.
Go to market from strength
Going to marketWith clean numbers, a full order book and a machine that demonstrably runs without you, the business is presented confidentially to qualified buyers, approached directly rather than advertised, and several of them at once. Two groups who both want your territory and your trade accounts will pay more than one group taking its time.
Don't wait until you think you're ready
That is the ideal run up, not a gate you have to get through first. This industry is consolidating: national groups, franchises and expanding trade players are actively acquiring established local operators for their brands, their territories, their trade accounts and their installer networks, because building those from scratch takes years they do not want to spend. A business with a strong local brand, builder relationships, an exclusive product line or distribution right, or genuine e-commerce capability can attract strategic buyers today.
Others can fast track: if your books are already clean, your lead engine already runs on channels the business owns and someone besides you can already measure and close, the two year plan collapses into months.
Ask what it is worth
Free, in writing, and nobody finds out you asked. Tell me the trade and the suburb and I will do the rest.
Nobody finds out you are selling. This goes to me only, into my own database in Sydney. I will not contact your accountant, your landlord, your bank or your staff, ever, unless you ask me to.
If you would rather not put anything in writing yet, ring 0431 124 128. Prefer to pick a time yourself? Book a time in my diary.
Find out what the machine is worth
Thirty minutes, on the phone or in person, at a time that suits you including evenings. You will get a straight read on where the business sits today and what would move the number. It costs nothing, there is no obligation, and nobody finds out you asked.