> Selling Your Company

Selling Your Company

For directors of UK limited companies carrying commercial liabilities: what a sale involves, what it does, and what it does not do.

Directors come to us at the point where the arithmetic has stopped working. The company owes money it cannot clear from trading, the pressure is coming from more than one direction, and none of the options look good.

Selling the company is one of them. This section explains what it involves, when it works, and when something else is the better answer.

What we do

We are accountants and corporate finance people. We act for you — the outgoing shareholder. We assess the company, take it to acquirers whose criteria it fits, negotiate the consideration, and run the transaction through to completion and the filings at Companies House.

The acquirers we work with are established trading businesses that hold assets. What they pay depends on the creditor position. Our fee is agreed in writing up front and is only payable if a transaction completes.

How it works

A limited company is separate from the people who own it. Transfer the shares and the company carries on unchanged — same number, same contracts, same debts. What changes is ownership. The liabilities stay where they were, now under new management.

For a director, the practical effect is that you resign at completion, the incoming director takes over, and your day-to-day involvement ends.

When it works

  • The company still has something an acquirer wants — a trading history, a licence, contracts, a customer base, a filing record
  • The liabilities are commercial and quantified
  • No winding-up petition has been presented
  • The books are in reasonable order, or can be got there

When it does not

If a petition has already been advertised, if there are significant assets and employees, or if the company is simply insolvent with nothing left, a formal insolvency procedure is usually the right route and we will say so. We are not a substitute for a licensed insolvency practitioner and we do not present ourselves as one.

Two things we tell everyone at the outset

A sale does not release a personal guarantee. If you signed one, it stays with you. Raise it in the first conversation.

A sale does not change your position as a former director. That is not a reason to avoid it — it is a reason to have your records straight, which is work we do.

The liabilities we see

Where to start

A conversation and your figures — latest accounts, a creditor list, and any correspondence from HMRC or enforcement agents. The assessment costs nothing and commits you to nothing.

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