Founders often ask what they can do in the year or two before a sale to improve the outcome. Quite a lot, it turns out — and most of it is unglamorous housekeeping rather than transformation. Here's the working checklist we'd give a friend.
1. Convert one-off work into recurring engagements. Buyers pay multiples of recurring fees. Moving advisory clients onto retainers directly grows the number the multiple applies to.
2. Fix your under-priced clients. Every firm has legacy clients paying 2015 fees. Reprice them now — it's better done by you than by a buyer, and every recovered pound is worth its multiple.
3. Reduce concentration. If one client is more than 10% of fees, buyers discount for the risk. Grow around them.
4. Resign your worst clients. The slow payers and boundary-testers depress team morale and consume capacity. Buyers can smell them in the WIP report.
5. Get fully onto cloud software. A clean, current stack transfers in weeks; a desktop server transfers in quarters. This single item can move the multiple more than any other operational factor.
6. Document how the firm actually runs. Engagement workflows, review processes, who-does-what. If it lives only in your head, the buyer is buying your head — and pricing the risk of losing it.
7. Clean up WIP and lock-up. Old unbilled work and slow debtors read as disorder. Bill it, collect it, or write it off honestly.
8. Settle any loose regulatory threads. PI history, file reviews, CPD records. Nothing kills momentum in diligence like a surprise.
9. Build one level below you. A manager who owns client relationships in your absence is the strongest single signal a buyer can see.
10. Tidy contracts and pay. Up-to-date employment contracts and defensible pay levels remove a whole category of diligence friction.
11. Take a proper holiday — and let the firm feel it. Two weeks unreachable is a live experiment in transferability. Whatever breaks is your pre-sale to-do list.
12. Decide what you want before buyers decide for you. Exit speed, role appetite, deal structure. Founders with clear answers negotiate from strength; founders discovering their preferences mid-process get steered.
None of this is secret, and none of it requires a consultant. It's the difference between selling a business and selling a job — and eighteen months of quiet preparation routinely adds more value than the sharpest negotiation on completion day.