Owning a business

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Complete 10-Step Guide to Sell Your Small Business

dylan-gans

Dylan Gans

March 20, 2023 ⋅ 6 min read

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This article was originally written in March 2023 and has since been updated with new discoveries and research in 2025.

Selling a small business doesn’t have to feel like jumping through flaming hoops. Still, for many business owners, the process can feel overwhelming—especially when it’s your life’s work on the line. It’s time-consuming, packed with legal documents, and if you’re not careful, could mean leaving money on the table.

That’s why we’ve built this no-fluff guide: To show you exactly how to sell a business efficiently, confidently, and for the best price. Whether you’re stepping away for retirement, exploring a new venture, or ready to turn your business equity into something more liquid, these steps to sell a business will walk you through how to make it happen. 

And if you're looking for smarter support along the way? Baton Market offers valuations, pre-vetted buyers, and tech-enabled tools that make selling businesses smoother than ever.

Let’s dig into what it actually takes to sell a business the right way.

Step 1: Decide If Selling Is the Right Move

Many entrepreneurs reach this point for different reasons. Maybe it’s retirement, burnout, a strategic opportunity, or even a shift in personal priorities. 

Whatever your reason, the most important first step in the selling process is making sure it aligns with your long-term exit strategy. There are many important things to consider when selling a business—from timing and taxes to personal legacy and financial needs.

Ask yourself:

  • Do I want a clean break or continued involvement?

  • What are my financial needs post-sale?

  • What legacy do I want to leave behind for my employees or customers?

A free valuation from Baton can help determine if the timing is right and what you might expect in terms of a return.

Step 2: Get an Accurate Business Valuation

Most business owners overestimate what their company is worth—usually because they’re too close to it emotionally. But guessing or pulling a number out of the air can turn away serious prospective buyers and delay negotiations.

Professional valuations look at:

  • Seller’s Discretionary Earnings (SDE)

  • EBITDA

  • Comparable sales from similar businesses

  • Intangible values like brand and customer retention

Baton provides a free, accurate, tech-powered valuation that reflects real market conditions and benchmarks from similar companies. It's typically within 10% of the final sale price—setting you up for a better deal from day one.

Step 3: Organize Your Financial Records and Documentation

Want a smoother sale? Get your paperwork in order before you go to market. 

Most buyers—and especially strategic buyers or investment bankers—will want to see:

  • Profit and loss statements

  • Tax returns (at least 3 years)

  • Balance sheets and cash flow projections

  • Legal documents: Leases, contracts, IP, and permits

  • Standard operating procedures (SOPs)

Clean records build trust and speed up the diligence process. It also helps reduce risk for buyers, which translates into fewer price reductions later.

Download our selling a business checklist to make sure you’re prepared with everything buyers want to see.

Step 4: Prepare Your Business for Sale

Think of this like staging a house. If your business is hard to run without you—or the books are a mess—it will scare off potential buyers.

Focus on:

  • Reducing owner dependency

  • Improving processes and documentation

  • Resolving outstanding debts or legal issues

  • Tightening operations and trimming unnecessary expenses

Evaluate core business operations to ensure they’re efficient and easy for a buyer to take over. Buyers want to envision themselves stepping into a business that runs smoothly. The more “turnkey” your business is, the faster you’ll find the right buyer.

Step 5: Choose Your Business Sales Strategy

Here’s where many business owners get stuck. Should you sell the business yourself, hire professionals like a business broker, or use a tech-enabled sale marketplace like Baton? For many entrepreneurs, choosing how to sell can feel like the most complicated process in the entire journey.

Let’s break it down:

  • DIY: Keeps costs low but is time-consuming and riskier if you're unfamiliar with the process. This can help you save money upfront, but may increase risk and delay closing.

  • Business brokers: Offer support, but brokers charge hefty commissions (up to 20%). That’s a big hit.

  • Baton Market: Offers expert support, pre-qualified buyers, and faster timelines—at one-third the cost of traditional brokers.

Learn more in our guide to selling a business.

Step 6: List Your Business and Qualify Buyers

Once you’re ready to go to market, it's about more than just putting up a listing. You need to attract serious, vetted buyers and avoid time-wasters (aka tire kickers).

Use platforms that:

  • Require NDAs and screen for buyer intent

  • Attract strategic buyers and operators

  • Simplify communication and info sharing

Baton lists your business to a network of pre-vetted buyers and handles buyer qualification so you don’t waste time with the wrong fit.

Step 7: Negotiate and Structure the Deal

The offer is just the beginning. The structure of your deal—how payment happens, the terms of transition, and what’s included—can make or break your outcome.

Key factors to consider:

  • Asset sale vs. stock sale

  • Seller financing or earn-out terms

  • Transition support, training, or retention of key employees

  • Contingencies around debt, accounts receivable, or equipment

This is where wealth advisors, legal counsel, and Baton’s team can help structure a win-win deal. Experienced advisors and platforms like Baton often leverage insights from past clients to inform smarter deal structures.

Step 8: Finalize Due Diligence

This is often the most detailed (and nerve-wracking) phase. The buyer and their advisors will review every inch of your business—financials, operations, HR, compliance, and more. Expect scrutiny not just on financials, but also on legal, HR, and other aspects that impact business continuity.

If anything’s off or missing, it can delay the deal.

Expect to share:

  • Updated financials

  • Tax burden documentation

  • Employee agreements

  • Legal contracts and sensitive information

  • Non-disclosure agreement (NDA) documentation

Being organized up front avoids headaches later. Baton’s team can help standardize this process. 

Step 9: Close the Sale

This is the final step—where signatures meet wire transfers. 

Work with a deal attorney who understands business sale contracts to navigate the:

  • Final purchase agreement

  • Asset transfers

  • Payment structure

  • Resolution of outstanding liabilities

You’ll want to double-check that all legally required steps are completed so you’re not liable after the sale.

Step 10: Plan for the Post-Sale Transition

You’re not quite done yet. Even after the check clears, many deals require the seller to provide support for a period of time.

This could mean:

  • Training the new buyer on systems and processes

  • Introducing employees and vendors

  • Handing off client relationships

  • Being available for questions over 30–90 days

Doing this well helps protect any earn-out or seller-financed portion—and sets your successor up to succeed.

You Only Sell Your Business Once—Make It Count

Selling a small business is a high-stakes decision. Many business owners have most of their net worth tied to their company. Rushing the process can cost you the highest price—or attract the wrong kind of buyers.

By following this step-by-step approach, you can minimize other expenses, reduce risk, and maximize value for a smoother sale. Whether you're managing an online business, internet businesses, or brick-and-mortar operations, Baton simplifies the selling process by combining tech and expertise to help you get the best price without the hassle.

Start with a free valuation to see where you stand—and get a clear path to a better exit.

Get your free Baton valuation today.