Business exit planning
The structure at the point of sale can significantly affect the tax on the proceeds. Planning early may give you more options and more time to prepare.
Request an Exit Planning ReviewIs this for you?
The tax on the sale of your business is decided by how it’s owned and structured at the point of sale — and once a deal is in motion, most of that is fixed. A gap in BADR qualification, the wrong share structure, or the wrong deal shape can put a large, avoidable charge on the one transaction you’ll only ever do once. This is commonly the largest single tax event of an owner’s life.
Three factors that determine what you have after tax
Your BADR position
Business Asset Disposal Relief taxes the first £1m of qualifying gains at 18% instead of 24%.
But the conditions are strict — 5% shareholding, two-year qualifying period, employee or officer status, must be a trading company — and must all be met at the point of sale.
Your company structure
A holding company that has owned at least 10% of a trading subsidiary for 12 months may be able to sell those shares free of corporation tax under the Substantial Shareholding Exemption, subject to the conditions being met.
The structure must be in place before the disposal.
The deal structure
Share sale vs asset sale, earn-out vs clean break — each route may produce a materially different net figure.
Note: SSE applies to trading companies only — property investment companies do not qualify.
The tax structure of the deal should be set before negotiations begin.
The above is a high-level summary only. Tax conditions and reliefs are subject to your specific circumstances. We will assess your position in full as part of your review.
What does an exit planning review involve?
What the review includes
- Review of your current shareholding, structure, and BADR eligibility
- Modelling of disposal scenarios — share sale, asset sale, earn-out
- Assessment of holding company and SSE opportunities
- Written exit planning report with estimated net proceeds
- Discussion of the report and your options
- Implementation quoted separately if required
Common questions about exit planning
This is one of two Preserving decisions — protecting what you’ve built.
Related services
Some planning options have qualifying periods — for example, BADR requires two years.
An Exit Planning Review provides estimated figures — what you might receive under different scenarios, and what steps may need to happen before a sale.
The information on this page is provided for general guidance only and is based on current legislation at the time of writing. Tax treatment depends on individual circumstances and may change in future. You should not act on this information without obtaining professional advice specific to your circumstances.