Guide
How much does it cost to sell a business in the UK?
Selling a company worth £1m or more involves several advisers and some tax. Here is what each cost covers, what drives it up, and how to keep it predictable.
Legal fees
Covers heads of terms, due diligence responses, the sale and purchase agreement, disclosure letter and completion. On a share sale of £1m or more, legal fees commonly run into the tens of thousands, and hourly billing can grow quickly if the deal drags. Ask for a fixed or capped fee in writing.
Accountancy and tax advice
Preparing accounts, completion accounts or locked box calculations, and advice on structuring the sale tax-efficiently. Usually quoted separately by your accountant.
Broker or corporate finance fees
If you use a broker to find a buyer, expect a success fee, typically a percentage of the price, sometimes with an upfront retainer. Read the exclusivity and fee terms carefully before signing.
Warranty and indemnity insurance
Optional. Protects the seller against warranty claims after completion. The premium is usually paid by the buyer or shared, and is priced as a small percentage of the cover limit.
Tax on the sale
Often the largest cost. Capital gains tax applies to most share sales. Business Asset Disposal Relief can reduce the rate on qualifying gains up to a £1m lifetime limit, but the rate has risen since April 2025 and the conditions are strict. Take tax advice before agreeing the structure.
What pushes legal costs up
- Messy records: missing share certificates, unsigned contracts, unclear IP ownership
- Heads of terms signed without legal input, then renegotiated
- Earn-outs and deferred consideration, which need careful drafting
- Several sellers with different priorities
- Open-ended hourly billing with no cap
How we keep it predictable
We quote a fixed or capped fee in writing after a free 30 minute call, and tell you before any change in scope affects the cost. Getting your paperwork in order before you go to market is the single best way to cut legal costs, and our readiness check shows you where to start.
General information only, not legal or tax advice. Tax rates and reliefs change, so check the current position with your adviser.