Selling a business is a complicated and often lengthy process. While you can do it by yourself, the sale of your business represents one time where you should consider the help of professionals, in particular an attorney and an accountant. These two individuals can help to ensure that you are legally protected and advise you on tax implications as well as help you consider various contract clauses that may be proposed.

To begin with, there is the consideration of actually how the sale of the business will occur. Will it be a direct buyout, or might it be a merger, consolidation, sale of stock, or sale of assets? Next, before going into details of any proposed sale, both parties should sign confidentiality agreements. If any professionals are assisting in the sale, they also should sign such agreements. Typically then as the seller, you will provide some preliminary information about the business, often in the form of various financial statements as well as additional narrative about various other aspects of the business. Next requests and responses will occur between you the seller and the buyer. Both parties will have questions regarding the possible sale.

It is during this time that you begin to develop the actual clauses that will be included in the final sales agreement. Such clauses include not only the price but how payments will be made, issues about intellectual property that you hold as the seller, such as the name, patents, trademarks, etc., that may or may not be part of the sale, noncompete clauses, whether or not the sale includes the ability for the new company to solicit existing employees as potential hires for the new company, collateral, possible employment contracts with the new company for yourself as the seller, leases, indemnifications, warranties, and finally due diligence and preconditions to closing.

Once all of these questions are addressed and a signed sales agreement is developed, including a deposit, then the buyer will engage in an extensive examination of the company including detailed financial records, product liability claims, assets of the company, and environmental concerns. If the buyer is satisfied, the sale will move forward. If not, the buyer can cancel the agreement and receive his or her deposit back. If the decision is to move forward, the buyer arranges for financing and, on the agreed date, transfer of the company is concluded by payment for your company as negotiated and the signing of other agreements that may be a part of the sale.

For more help, including a due diligence checklist, go to: www.eventuring.org