How to prepare to sell a UAB: where to start
The decision to sell a company often comes suddenly: life plans change, you want a new project, or a buyer simply appears. But the best negotiation result usually depends not on negotiating skill, but on how well the company has been prepared in advance.
First: what is the "truth" in your company
A buyer will want to see that what is written on paper matches what happens in real life. So start with the basics: the articles of association, shareholder decisions, documents appointing the manager, and the company data in the register. Check that everything matches: name, address, nature of activity, management structure. Even small discrepancies raise questions, and questions prolong the process.
Finances and taxes
Gather the financial statements for the last years, tax returns and the current year's accounting summaries. Write down clearly what the company owns, whom it owes and who owes it. Debts, loans, guarantees, pledges and unfinished disputes are better disclosed by you yourself and early than allowed to surface later.
Contracts and people
Make a list of the most important contracts: customers, suppliers, lease, leasing. Mark whether any contract has terms that may be affected if the owner of the company changes. Also gather general information about the employees and their employment contracts.
Permits and licences
If your activity requires permits or licences, check their validity terms and whether they may change when the owner changes. This question is worth clarifying with a lawyer even before negotiations.
Discretion
Talk about your plans only with those who really need to know. News that a company is being sold may worry employees, customers or suppliers. Before sharing sensitive information with a potential buyer, agree the confidentiality terms in writing.
How much time to allow
There is no single right answer, but calm preparation is always cheaper than urgent repairs in the middle of negotiations. If you can, start a few months before the planned conversation with a buyer.
A short checklist for the first step
- Gather the incorporation and management documents in one place.
- Check that the register data matches reality.
- Prepare the financial statements and a list of obligations.
- Mark the most important contracts and their special features.
- Clarify the question of licences and permits.
- Consult a lawyer about the structure of the transaction.
This text is general information, not legal advice.