Starting a business will cost you money, but selling one isn’t free either. The sale price should easily cover your expenses (and then some), but here’s a breakdown of what you may expect to pay.
Hiring a consultant or business valuation company
How much are your business and its assets worth? You may be wise to hire an expert to determine the figure.
“Look at examples of [their] past jobs and review the approaches used, how weighting is applied, and the extent of data for review,” says broker Ray Smith of Stafford Smith Realty in New Jersey and Florida.
You’ll also want to consider their accreditations and references before making a decision. Some states require that business brokers be licensed, but others do not. Industry specialization, valuation accuracy, and good communication are also key factors. Costs will depend on the size of your business and the potential for litigation.
Legal fees
This is no time for a gentleman’s agreement. You’ll want every important document reviewed thoroughly.
Legal expenses vary by whether your attorney charges a fixed fee or is paid by the hour. Overall, legal fees generally account for between 1 percent and 2 percent of the sale price.
Accounting fees
Financial statements can make or break a business sale. You’ll need at least three years’ worth of income and cash-flow statements, as well as your balance sheet. Expect to pay thousands of dollars to have them prepared.
Broker fees
If you hire a broker to sell your business, expect to pay 10 percent to 15 percent of the sale price. If it sells for more than $1 million, any amount above that figure is generally charged a lesser percentage. Such fees are always contingent upon a successful sale.
Taxes
How the sale of your business is taxed depends on your business structure and your state. If the structure is an LLC, partnership, or S corporation, it’s a pass-through entity in which you pay taxes on company profits and business sale profits. If your business is a C corporation, expect to be taxed at the corporate and shareholder level.
Whether you sell your business via an asset sale or a stock sale makes a big difference. Sellers generally prefer a stock sale, because the current long-term federal capital gains top tax rate is 20 percent (along with a 3.8 percent net investment tax), while the top rate for a business sale is 37 percent. Sellers can also expect to pay long-term capital gains taxes at the state level if your state levies an income tax.
The IRS considers the sale of a business for a lump sum as a sale of each individual asset rather than a single asset. The various assets of a business — such as real property, capital assets, inventory, and depreciable property — have their gains or losses figured separately.