Chapter 1: Are you ready to sell your business?

Thinking of selling your business in Denmark? Clarify your motives, timing and finances before you start, and get an overview of the whole sale process.

7 min readUpdated


For most owners, selling their business is one of the biggest decisions of their working life. That holds true whether it’s a webshop you built alongside a job, a SaaS business with steady subscribers, a restaurant with 20 employees or a trade business that has been around for three generations. This guide follows the entire journey — from the first thought of selling to the day after the handover — and this first chapter is about the step many people skip: getting completely clear in your own mind before the process begins.

Selling a business usually takes longer than sellers expect. Many processes stretch over six months or more from preparation to signing; smaller digital businesses can move faster, while larger or more complex businesses can take considerably longer. That time is easier to get through if you know exactly why you are selling and what you want out of it.

Why do you want to sell?

Your motive affects who the right buyer is, how the deal should be structured and how you should tell the story to buyers. Buyers will always ask why you are selling — and an honest, coherent answer builds trust. Typical motives are:

  • Retirement or succession: you want to wind down and nobody in the family is taking over — or someone is, and the sale is to happen within the family.
  • New projects: you want to free up time and capital for something else. This is especially common among owners of webshops and digital projects.
  • Fatigue or changed circumstances: illness, moving, divorce or a wish to put family first.
  • The business needs more than you can give: capital, skills or a network that a larger buyer can bring.
  • Disagreement between partners: one or more owners want out, and a sale is the cleanest solution.
  • The market is favourable: earnings are strong and you want to realise the value while things are going well.

Tell it like it is

Buyers don’t expect you to be selling because everything is perfect. “I’d like to spend my time on something else” is a perfectly legitimate answer. What scares buyers off are motives that seem hidden — for example, a sudden sale just before a major customer disappears.

Is the timing right?

The best time to sell is rarely when you have to. A business with rising or stable earnings, its affairs in order and an owner who is in no hurry typically sells at a better price and on better terms than a business in decline with a burnt-out owner. Consider in particular:

  • The trend in the figures: Buyers look at the last 2–3 years’ accounts and at the current year. A rising curve is a strong argument; a decline needs to be explained.
  • Seasonality: For seasonal businesses (e.g. ice cream, tourism, Christmas trade), it can matter a great deal when the figures look their best and when the handover can practically take place.
  • Current dependencies: If you are in the middle of a customer negotiation, a platform change, a dispute or a lease negotiation, it may be better to resolve it first.
  • The market for your type of business: Demand for, say, SaaS, e-commerce or trade businesses fluctuates with interest rates, access to financing and developments in the industry.
  • Your own energy: A sale requires you to keep running the business well at the same time. If revenue drops during the sales process, the price often drops with it.

Personal clarity

Many sellers underestimate how big a part of their identity the business is. Once the deal is signed, you are no longer the one in charge. So think about the following before you start:

  • What will I do the day after the handover — and a year from now?
  • Am I willing to stay on for a transition period, and if so, for how long and in what role?
  • Can I accept a new owner changing the name, products, prices or staff?
  • Do my family and any co-owners agree with the decision?
  • How important is it to me who the buyer is (e.g. a competitor, an employee, a fund or a private individual)?
  • Am I prepared to keep the sale secret from employees, customers and competitors for a period?

Financial clarity

Start by working backwards: what do you need the money for? An amount that looks large on paper can become markedly smaller once tax, adviser fees, debt repayment and any conditional payments have been deducted. Your answers to these questions determine how flexible you can be in the negotiation.

QuestionWhy it matters
What is the minimum amount I need to receive after tax?Gives you a realistic floor in the negotiation.
Does the business have debt, guarantees or charges that need to be redeemed?The bank will typically have to release its security on the sale.
Can I wait for part of the payment?Determines whether you can accept vendor financing or an earn-out.
How do I own the business (personally, ApS, holding company)?Has a major impact on tax — see chapter 4.
What will advice cost (accountant, lawyer, possibly a broker)?Should be in your budget from the start.

Talk to your accountant early

The tax on a business sale depends on the form of ownership, how long you have owned it, how it is sold and your personal circumstances. Some options — such as placing ownership in a holding company — require you to act well before the sale. So book a meeting with your accountant as soon as you start considering a sale. See also Tax on selling a business and, if family or employees are taking over, Business succession.

Who could buy your business?

Even at this stage, it is a good idea to think about the likely buyers. A competitor may pay for synergies but requires particular confidentiality. An employee or manager knows the business but rarely has enough equity. A private buyer is often looking for a job and an income. An investor or private equity fund looks for growth and a management team that will stay. We go through buyers in detail in chapter 6.

How this guide is organised

  1. Are you ready to sell? — motives, timing and clarity.
  2. Prepare the business — make it independent of you and tidy things up.
  3. Valuation — what is it worth, and how is that calculated?
  4. Asset sale or share sale — structure, tax and VAT.
  5. The sales material — listing, presentation and key figures.
  6. Find the right buyer — screening and financing.
  7. Confidentiality and NDA — protect your information.
  8. Negotiation and letter of intent — from offer to LOI.
  9. Due diligence — data room and the buyer’s questions.
  10. The purchase agreement — warranties, liability and non-compete clause.
  11. Handover and afterwards — employees, customers and suppliers.
  12. Specifically for physical businesses — leases, licences and stock.

Sell your business on Sitavo — what the platform does for you

Once you are clear, you can sell the business directly on Sitavo without a broker and without commission. The listing is free, and you decide how much is shown: a discreet sale, figures as ranges and an NDA before buyers see the details. You can get a first indication of value with the free valuation calculator, create a sales prospectus from the listing, share documents in a watermarked data room and choose whether buyers make offers, bid in a bidding round or take part in an auction. Once you agree, you can use Sitavo’s agreements in the deal at no cost. If you want help along the way, you can invite your own accountant or lawyer, or find an adviser. See How Sitavo works for the full journey.

This guide is general guidance and not legal, tax or financial advice. Use it to ask the right questions — and have them answered by your accountant and lawyer in light of your particular situation.

Frequently asked questions

  • It varies a lot. A small digital business can be sold in a few weeks, while selling a physical business with staff, a lease and bank financing often takes six months or more from preparation to handover. Expect it to take longer than you think, and start preparing early.

  • Usually when earnings are stable or growing, your affairs are in order and you are under no pressure to sell. An owner who is not in a hurry negotiates from a stronger position, and a growing business generally sells for a better price than one in decline.

  • Yes. Buyers always ask, and an honest, consistent answer builds trust. Retirement, new projects or wanting more time with your family are perfectly legitimate reasons. What puts buyers off is a motive that seems to be hidden.

  • As early as possible, ideally before you make the final decision. The tax depends on your ownership structure, how long you have owned the business and how it is sold, and some options, such as a holding structure, need to be in place well before the sale.

  • Creating and publishing a listing, messaging buyers, using NDAs and the data room, receiving offers and completing the deal are all free. There is no commission and no success fee. You only pay if you choose something extra, such as a listing package with featured placement.

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