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What business risks should be addressed before an exit?

In short

Before an exit, owners should review owner, management, customer, supplier, financial, contractual, key-person, property, regulatory, technology and shareholder risk. Not every risk must be eliminated. The objective is to understand each risk, document it, reduce it where practical and avoid surprises for a buyer or successor.

Written by Tony Vaughan

Last reviewed: · Editorial policy

Key points

  • Eleven categories of exit risk.
  • Understood risks are less damaging than surprises.
  • Some risks are inherent and acceptable.

Every business carries risk. Before an exit, the aim is to understand it, document it, reduce it where practical and avoid surprises.

Two colleagues reviewing service preparations in a restaurant

Exit risk framework

Owner risk

Typical question a buyer or successor asks
What happens when the owner leaves?

Management risk

Typical question a buyer or successor asks
Can the team lead without the owner?

Customer risk

Typical question a buyer or successor asks
How dependent is revenue on a few accounts?

Supplier risk

Typical question a buyer or successor asks
Could loss of a supplier disrupt the business?

Financial risk

Typical question a buyer or successor asks
Are earnings reliable, and is the balance sheet understood?

Contractual risk

Typical question a buyer or successor asks
Are key arrangements written, current and transferable?

Employee and key-person risk

Typical question a buyer or successor asks
Would losing one person damage the business?

Property risk

Typical question a buyer or successor asks
Are premises secure, and are they tied to the owner personally?

Regulatory risk

Typical question a buyer or successor asks
Are licences, permits and compliance in order?

Technology and cyber risk

Typical question a buyer or successor asks
Are systems secure, supported and owned by the business?

Shareholder risk

Typical question a buyer or successor asks
Are all shareholders aligned on the exit?

Must every risk be eliminated?

No. Some risks are inherent in the business or sector. In our experience, risks that are understood, documented and explained honestly are far less damaging than risks discovered late by a buyer.

This guide is general commercial information based on professional experience of UK SME transactions. It is not legal, tax, accounting or financial advice, and transaction-specific requirements vary. Take advice from appropriately qualified professionals before acting.

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