Twenty five questions, answered before you ring
These are the questions that come up on the phone, in the order they usually come up. Each answer here is the short version. Under it is a link to the page that covers the subject properly, with the sources and the figures.
Nothing here is legal, financial or taxation advice.
Get my free appraisal, in writingCall 0431 124 128
No obligation. Nothing is published. Nobody is contacted.
Check it yourself
Questions by topic and region
Another twenty eight pages answer 566 further questions in full, sourced and dated, and grouped the way an owner tends to look for them. Each answer carries its own link, so you can send one straight to your accountant or your solicitor.
What it is worth, what it costs, and how a sale runs
- Add backs, multiples, and what a bank or the ATO will accept Nineteen answers on how a price is built and where the figure comes from.
- Commission, marketing money, the trust account and the claim fund Twenty six answers on what a Queensland broker may charge and when the fee falls due.
- Form 6A, staff transfer, lease assignment, PPSR and GST Seventeen answers on the legal steps between agreeing a price and settlement.
- Add backs, contractors, stock and the ATO, sorted before a buyer looks Twenty answers on what to fix first, and what can still be fixed in six months.
Brokers, licences, and buying rather than selling
- Sole agency, exclusive agency, tail clauses and what they cost you Twenty one answers to work through before you appoint anybody, including selling it yourself.
- What each public register returns, what it costs, and what none of them can tell you Twenty answers on checking a broker, a solicitor, an accountant or a QBCC licence.
- The licence, the qualifications, the insurance and where your deposit sits Fourteen answers about who you would actually be dealing with.
- Confidentiality agreements, due diligence searches and franchise disclosure Twenty one answers for buyers, including what the searches cost and how long it takes.
Where your business trades
- Selling anywhere in Queensland, and what the travel actually means Seventeen answers that apply across the state rather than in one district.
- Brisbane council licences, flood planning areas and infrastructure charges Nineteen answers for the Brisbane City Council area.
- Gold Coast food licence expiry, footpath dining and hospitality seasonality Nineteen answers for the City of Gold Coast.
- Sunshine Coast and Noosa seasonality, and the priority development areas Nineteen answers for Caloundra through to Noosa and the hinterland.
- Ipswich trade waste, the Bromelton state development area and QBCC licences Nineteen answers for Ipswich and the western corridor.
- Logan outdoor dining permits, the Yatala boundary and workshop approvals Nineteen answers for Logan City and the southern industrial corridor.
- Moreton Bay food licences, Narangba approvals and the Wamuran buyer pool Nineteen answers from Brendale through to the Redcliffe peninsula.
- Redlands pre-sale inspections, Raby Bay storm tide and the bay islands Nineteen answers for Redland City.
- Darling Downs freight, gas field revenue and a thin local buyer pool Nineteen answers across the six Toowoomba, Darling Downs and Maranoa councils.
- Missing comparable sales, cyclone years in the accounts and remote due diligence Fourteen answers for the 57 councils outside the south east.
What your business does
- Whether the sector really changes how a business sells Fifteen answers for owners whose trade is not one of the nine guides.
- QBCC minimum financial requirements, nominees and project trust accounts Twenty four answers for Queensland builders.
- TMR prequalification, plant registers and conditional registrations Twenty three answers for earthmoving and civil contractors.
- Heavy vehicle accreditation, chain of responsibility and duty on each truck Twenty three answers for transport operators.
- Labour hire licences, Standard 11 and the coal mining long service levy Twenty three answers for mining services businesses.
- ASQA notification, fit and proper person tests and scope of registration Twenty three answers for safety consultancies and registered training organisations.
- Corded blind safety rules, QBCC licence classes and remake rates Twenty four answers for window furnishings and custom interiors.
- Button battery rules, character licences and parallel imports Twenty three answers for toy and gift businesses.
- Water allocations, plant breeder rights and the fire ant zones Twenty three answers for turf growers.
- Domain transfers, customer databases and marketing consent Twenty four answers for online sellers.
Where the full answers live
Each page below answers one part of this properly, at length, with the primary sources cited.
- What is my business worth? How price is built and what moves the multiple.
- How selling a business works Every stage from the first conversation to settlement.
- What I charge Every figure published, with a worked example.
- Is my business ready to sell? A free readiness check that runs in your browser and stores nothing.
- Why use a broker? Including the honest case for selling it yourself.
- Licensing and registers How to check any broker, including me.
- Businesses I sell and the seller guides for the sectors I know from the inside.
- Buying instead? Register a confidential brief.
The questions
What is an exclusive agency agreement and how long should I sign for?
An exclusive agency gives one broker the sole right to sell your business for a set term. Six months is common, though asset heavy or specialised businesses often need nine to twelve. Read the notice period and the tail clause, which can entitle the broker to commission on a buyer introduced during the term.
Do I pay anything if my business does not sell?
Under the appointment you sign with me, the commission is payable on a completed sale. Marketing costs are usually separate and agreed in writing before anything is spent. Ask for the total marketing figure up front and make sure it is capped. There should be no surprise invoices at any stage.
What is vendor finance and should I offer it?
Vendor finance means you accept part of the price in instalments after settlement, usually secured and paid over one to three years. It can widen your buyer pool and lift the headline price, but you carry the risk if the buyer struggles. Never agree to it without your solicitor and accountant reviewing the security.
What is an earn out and how does it work?
An earn out ties part of your price to the business hitting agreed performance targets after settlement. It bridges a gap when a buyer doubts the earnings will continue. The risk is that you no longer control the business you are being measured on, so the targets and the reporting need to be tightly drafted.
How big a deposit does a buyer normally pay?
A deposit of five to ten per cent of the purchase price is typical, held in a trust account rather than paid to you, and released at settlement. The deposit is not the real test of a buyer. Written finance approval is.
Should I accept an unsolicited offer from a competitor?
Take it seriously but slowly. An unsolicited approach means somebody has already decided your business is worth owning, which usually means it is worth more than the first number offered. Get an appraisal before you respond, and release nothing identifying until a confidentiality agreement is signed.
What is a restraint of trade and how long will it bind me?
A restraint stops you competing with the business you just sold, normally for one to three years within a defined geographic radius. Buyers insist on it because they are paying for goodwill they could otherwise lose overnight. Courts will only enforce a restraint that is reasonable in both time and area.
What are warranties and indemnities in a business sale contract?
Warranties are statements you make about the business being true, covering things like equipment condition, contracts and undisclosed liabilities. An indemnity is a promise to cover the buyer if a warranty turns out to be wrong. They survive settlement, so what you disclose matters long after you have been paid.
Is GST payable when I sell my business?
Many business sales qualify as a going concern, which can make the sale GST free, but only where the conditions are met and both parties agree in writing before settlement. Getting this wrong is expensive. Your accountant needs to confirm eligibility early, because it affects how the contract is drafted.
What happens to my employees' leave entitlements at settlement?
Where staff transfer to the buyer, accrued annual leave and long service leave are normally adjusted at settlement, with the buyer taking on the liability and the price reduced accordingly. Redundancy is a separate question. Have your accountant calculate the figure early, because it is often larger than owners expect.
What happens if the buyer's finance falls through?
The contract normally carries a finance condition with a deadline. If finance is not approved by that date the buyer can withdraw and the deposit is refunded. This is why written pre-approval matters more than enthusiasm, and why a business stays quietly available until the condition is satisfied.
How does the stocktake work at settlement?
Stock is usually counted in the day or two before settlement and paid for on top of the business price, at cost, excluding anything obsolete or damaged. Both parties or an independent counter attend. Agree the valuation method and what counts as obsolete in the contract, not on the day.
What is an information memorandum?
An information memorandum is the detailed document a qualified buyer receives after signing a confidentiality agreement. It sets out the financials, the operations, the staff structure, the assets and the opportunities. It is what turns an anonymous advertisement into a serious conversation, and it is where preparation work shows.
How long is the handover and training period?
Four weeks to three months is typical, and it is usually negotiable rather than fixed. The more the business depends on you personally, the longer a buyer will want and the more likely part of your price is tied to it. Document your processes before going to market and the handover shortens.
Do I need a solicitor and an accountant as well as a broker?
Yes, and they do different jobs. Your accountant handles the tax structure, the concessions and the numbers. Your solicitor handles the contract, the lease assignment and the restraint. The broker runs the process, the marketing and the negotiation. A sale missing any one of the three tends to unravel later.
How long does due diligence usually take?
Two to six weeks is normal for a small to medium business, and longer where finance, landlord consent or licence transfers are involved. It runs faster when the financials, contracts, leases and asset registers are already assembled. Delays are usually not caused by the buyer. They are caused by missing documents.
Can I sell part of my business or take on a partner instead?
Yes, though the buyer pool is much smaller. Selling a share means finding somebody who wants to work alongside you rather than replace you, and it needs a shareholders agreement covering deadlock, exit and how a future price gets set. Many owners who explore this end up selling outright.
Can I sell if my revenue went backwards last year?
You can still sell, but you will need to explain it. Buyers accept a bad year with a documented reason far more readily than an unexplained decline. If the cause has been fixed, show the recovery in the recent monthly figures. Hiding it guarantees the discount you were trying to avoid.
My business partner and I disagree about selling. What are the options?
Start with the shareholders or partnership agreement, which usually sets out what happens when one party wants out. The options are normally one buying the other out, selling the whole business, or a structured exit over time. An independent appraisal often settles the argument faster than another meeting.
Can I sell a franchise business?
Yes, but the franchisor controls the process. They approve the buyer, the buyer usually signs a new franchise agreement rather than taking over yours, and transfer fees apply. Check your remaining term first. A franchise with two years left is worth considerably less than one with eight.
Should I sell now or wait for a better market?
Market timing matters far less than whether your business is ready. A well prepared business sells reasonably in a flat market. An unprepared one struggles in a strong one. The better question is what you would change in the next twelve months, and what those changes would be worth.
What happens to my commercial lease when I sell?
The lease is assigned to the buyer with the landlord's consent, which cannot be unreasonably withheld but will take time to obtain. Check your remaining term and options now. A buyer paying for goodwill needs security of tenure, and a short lease with no options can reduce your price.
Do I need to tell the ATO when I sell my business?
There are reporting and tax obligations on a sale, covering capital gains, GST treatment and finalising your payroll and BAS position. Whether the small business CGT concessions apply depends on turnover, net assets and how long you have held the business. Your accountant should map this before you sign anything.
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.
Still not answered
Ring me. 1300 173 183 or 0431 124 128. You will get me, not a call centre.