Selling your business, Closing Considerations - Business Brokers | 1-800-Biz-Broker

The Importance of a Quick Closing When Selling Your Business

Closing your sale means officially signing over your business to the buyer. The buyer gives you check and you hand over the keys. That sounds simple enough, right? Yes, if you spend time to prepare documents for closing and ensure nothing is overlooked.

The process of selling a business is complex. There are federal, state and local laws you need to follow, tax concerns and confidentially issues to deal with involving prospective buyers and employees.

Once you’ve maneuvered through this maze and agree on terms with a qualified buyer, don’t let a typo, minor slip-up or omission interfere with a quick closing. Prepare a generic template for the end of the sale before you’ve even placed an ad to sell the business. This reduces the likelihood a buyer will balk at a mistake or omission and delay the sale – or worse yet, walk away from it.

Prepare for a Final Run-Through

The buyer may want to do a final run-through before closing to check equipment, inventory and other physical assets. You may need to modify the purchase price if any inventory has been sold or fixtures need replacement since the initial sale price was set.

Scheduling the Closing

Choose a closing day that works for all parties involved, and sign documents with lawyers present in an escrow office or your lawyer’s office. An escrow agent may be used for a “step-by-step” approach instead of a formal closing.  Parties sign closing documents and forward them to the escrow agent over days or weeks. Once all signed documents are received, the agent releases funds to the seller to close the deal. The end results are the same regardless of the method you choose. You get the money and the buyer gets the keys.

Write a Pre-Closing Checklist

Before you sit down to close the sale (or begin the closing process with an escrow agent), make sure you have completed these documents. Ask your business broker about additional paperwork you may need for your closing :

Sales Agreement

A legal form with attachments noting the terms of the sale

Closing Sheet

A closing or settlement sheet contains all financial transactions agreed upon before closing.

Loan Documents

These documents include a promissory note, UCC financing statement and security agreements.

Building Lease

Gather copies of lease and amendments to lease. Most commercial building leases have a transfer or lease assignment clause. If a new lease has been negotiated instead, make sure documents indicate this and that all parties agree to the terms.

Employment/Consultation Agreement

If you are staying on as a consultant during the transition period, this document indicates the terms.

Bill of Sale

The bill of sale is proof of sale and shows the business has been transferred to a new owner.

Furniture and Equipment Sale List

Identify leased items and assets to be retained by the seller.

Motor Vehicle Titles

If you’re transferring work vehicles to the buyer, include the corresponding paperwork.

Intellectual Property

Include forms to transfer ownership of copyrights, trade secrets, patents and trademarks if thee intangible assets are part of the sale.

Asset Acquisition Statement

IRS Form 8594, which shows an identical allocation, must be filed with buer and seller’s income tax forms.

Close the sale of your business faster by contacting a business broker through Search our database to find a business broker, lease negotiation expert or mergers and acquisitions specialist in your area. Would you rather use the phone to find a broker? Call 1-800-BIZ-BROKER to find a professional skilled in all aspects of selling a business. You can also check out for more information about the ways business brokers can help you sell your business.


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