Selling

Selling a Business in New Zealand: The Complete Owner's Checklist

Three people meeting around a table in a bright office

Decide what a successful sale looks like

Owners often begin with a preferred price, but a sale also involves timing, confidentiality, payment terms and the future of staff and customers. Decide when you want to step away, whether you can remain for a transition period and whether you would consider staged payments or vendor finance after receiving professional advice.

Be clear about what is being sold. An asset sale may include trading stock, equipment, brand assets, contracts and goodwill. A share sale transfers ownership of the company. The two structures have different risks and tax consequences, so agree on a preferred approach with your lawyer and accountant before negotiations become advanced.

Prepare the financial information

Buyers need to understand earnings, not just sales. Prepare complete annual accounts, recent management figures, GST returns, payroll information and an explanation of legitimate owner adjustments. Separate personal spending from business expenses and record unusual one-off costs clearly.

Resolve discrepancies before advertising. If the point-of-sale records, GST returns and annual accounts tell different stories, buyers will slow down or reduce their offer. Accurate, organised records also shorten due diligence and make the business easier for an accountant to assess.

  • Three years of financial statements where available
  • Current year management accounts
  • GST and payroll records
  • Asset and equipment schedule
  • Stock information
  • Customer and supplier concentration

Reduce owner dependence

A buyer is purchasing future operating capacity. If the owner holds every customer relationship, approves every job and keeps essential information in their head, the business may be difficult to transfer. Document recurring tasks, supplier contacts, pricing methods, passwords, rosters and customer service processes.

Introduce capable staff to more responsibility where appropriate. This does not require announcing a sale prematurely. It means building a business that can continue when the owner takes a holiday, becomes ill or leaves after settlement.

Prepare the advertisement

A useful advertisement gives buyers enough information to decide whether to enquire without exposing confidential details. State the industry, general location, price or price on application, owner involvement, broad strengths and what is included. Use clear, current images that do not mislead people about the premises or business.

Avoid vague claims such as huge potential or guaranteed growth. Replace them with facts a buyer can verify, such as years established, recurring contracts, opening hours, team size or relocatability. Do not publish customer names, private financial documents or information that identifies the business when confidentiality matters.

Manage enquiries consistently

Decide what information is supplied before and after a confidentiality agreement. Keep a record of enquiries, documents shared and questions answered. A consistent process protects confidentiality and reduces the chance of giving different buyers conflicting information.

Serious buyers will usually ask about the reason for sale, financial performance, lease, staff, customer concentration and the owner's working hours. Prepare honest answers. Withholding a material issue rarely helps because it is likely to surface during due diligence.

Plan the handover early

List everything a new owner needs on the first day and during the first month. This may include system access, supplier introductions, customer communication, training, licences, stocktake records and lease arrangements. Agree on the seller's availability and what support is included in the price.

The Business Board lets New Zealand owners advertise businesses and receive buyer enquiries directly. It is an advertising platform rather than a broker or transaction adviser. Sellers should obtain legal, accounting and tax advice before agreeing to sale terms.

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