Every business will be sold or transferred. The owners who realise it years in advance receive multiples of those who confront it weeks before. We design the exit strategy — restructure, tax positioning, diligence readiness, deal-room architecture — across the years where the change is still cheap to make and the value is still uncreated.
The single largest determinant of sale price is which entity is being sold. A sale out of the wrong vehicle — a sole trader, a partnership, a company with mixed assets, a trust without a clean ownership line — can cost millions in tax and discount. We restructure into the right vehicle long before the buyer is at the table.
The Australian small business CGT concessions, scrip-for-scrip rollover and the 50% general discount can — collectively — reduce the tax on a business sale to a small fraction of the headline figure. Each has eligibility thresholds, holding-period requirements and structural prerequisites that must be in place years before the transaction.
Few business sales close on the day of signing for the full headline price. Earn-outs, escrows, deferred payments, vendor finance, equity rollover into the acquirer — each has tax, legal and risk consequences. We architect the deal terms so the headline price actually arrives in the owner's hands.
Due diligence is where most deals lose price. Every undocumented contract, every related-party loan, every casual HR arrangement is a discount the buyer will negotiate against the headline. We treat diligence as a multi-year discipline — fix the issues quietly, document the answers, and present a business that defends its price.
The virtual data room is where the buyer forms their final view. The order of information, the framing of each section, the answers to anticipated questions, the absence of last-minute scrambles — all of it shapes the price and the speed of the transaction. We design the deal room as a deliberate document, not a dumping ground.
Done well, the diligence phase compresses from six months of negotiation into a few weeks of orderly review — and the owner stays in control of the narrative throughout.
Most owners sell a business once in their life. We have sat across the table from private equity often enough to know what they look for, what they discount, and what they pay full price for. We bring that pattern recognition into the years before your sale — quietly, in the background, so the eventual transaction is run from a position of strength.
Begin the exit preparation three to ten years before sale, not three months.
Fix the diligence issues quietly, before they become discount-line items.
Build the buyer universe across PE, strategics and family offices in advance.
Run the process with discipline — controlled tension, no panic, no fire-sale.
“The owners who realise their business will be sold years in advance receive multiples of those who confront it weeks before.”
We run capital advisory for buyers and exit preparation for sellers. That dual perspective is what makes our pre-sale work pragmatic — we know exactly what the diligence team on the other side of the table is looking for.
Pre-sale work compresses badly. The restructure, the diligence remediation, the CGT positioning, the key-personnel agreements — each takes years to do cleanly. We start the preparation while the sale is still a long way away.
When the process finally runs, it runs with discipline — controlled tension across a defined buyer universe, prepared answers, coordinated advisers, and an owner who is presenting from strength rather than reacting from panic.
Ideally three to ten years before sale. The CGT positioning, the restructure into the right entity, the diligence remediation and the building of a defensible buyer universe all take years to do well. Owners who begin preparation twelve months before sale leave the most value on the table — those who begin five years out routinely realise multiples of those who do not.
Pre-sale restructuring positions the right entity, with the right assets and the right ownership, for sale. It might involve moving property into a separate vehicle, interposing a holding company, divesting non-core arms, or migrating from a trust into a company. Each adjustment can shift millions in tax and price. Done early, these moves are tax-neutral or low-cost. Done late, they may be unavailable.
The Australian small business CGT concessions can reduce — sometimes to zero — the tax on the sale of an active business asset, subject to thresholds around net assets, turnover and active-asset use. Eligibility is tested at the time of the CGT event, but the positioning to qualify often needs years. We test eligibility early, identify the disqualifiers, and resolve them while there is still time.
An earn-out should be structured to qualify for the look-through CGT treatment where possible, to avoid double taxation on the same value. The mechanics — measurement period, performance metrics, control protections during the earn-out, accelerators on change of control — all need to be negotiated alongside the headline price. Owners who treat the earn-out as a footnote often discover they have signed away half their real proceeds.
By treating diligence as a multi-year hygiene discipline rather than a deal-stage scramble. We work through finance, legal, tax, commercial and people workstreams in advance, document the answers to the questions buyers are going to ask, and quietly fix what would otherwise become discount-line items at term-sheet stage. The objective is a diligence phase that confirms the buyer's view rather than re-opens negotiation on price.
Where the engagement extends to the transaction itself, we coordinate the buyer universe — private equity, strategics and family offices — alongside the corporate finance adviser running the formal process. Our role is the structural and strategic preparation; we work with M&A specialists for the formal sell-side execution and stay on the field with the owner until proceeds land.
Whether you are planning a capital raise, contemplating sale, or simply re-thinking how the business is held — start with a confidential introduction. There is no obligation, and no second party in the room.