Do You Need a Business Broker to Sell Your Business in Victoria?

By Michael White, Director and licensed estate agent

No law says you must use a broker to sell your own business. Plenty of owners sell to a staff member, a supplier or a competitor who approached them. But most owners only sell a business once, and a sale involves valuation, finding and screening buyers, keeping the sale quiet, negotiating, and getting the lease, contract and handover right. This guide explains what a broker does, which parts you can handle yourself, and how to decide.

What a business broker does

Prices the business. A broker looks at your adjusted net profit, the lease, the equipment and recent sales of similar businesses, and gives you a realistic range. Our guide to how business valuations work in Victoria explains the method.
Finds buyers. That means advertising without naming your business, plus contacting buyers already on the broker's books who are looking for something like yours.
Screens buyers. A broker checks that a buyer can fund the purchase and signs them to a confidentiality agreement before they see the name or the figures.
Keeps the sale confidential. Staff, customers and competitors hearing too early can damage the business you're trying to sell. Read how we protect your confidentiality.
Negotiates. Price, stock at value, training period, restraint of trade and settlement date are all negotiable. A broker sits between you and the buyer, so the discussion stays commercial rather than personal.
Manages the sale to settlement. That covers the landlord's consent to the lease transfer, any licences or approvals, due diligence questions, and coordinating with both sides' solicitors and accountants.

The licence rule in Victoria

If someone sells a business on your behalf, they need a licence. Consumer Affairs Victoria says that arranging the sale of property, including businesses, for an owner, negotiating the sale of businesses, and giving market appraisals of businesses all require an estate agent's licence, or employment by a licensed agent as an agent's representative. Before you sign with anyone, ask for their licence details and check them with Consumer Affairs Victoria.

Victoria also has a disclosure rule for small business sales. Consumer Affairs Victoria publishes the Statement by a vendor of small business (Section 52), which gives the buyer details of the business's financial performance over the last two years. Your solicitor can tell you whether it applies to your sale.

What you can do yourself

Some owners are well placed to sell without a broker:

You already have a buyer, such as a family member, a manager or a business partner, and the price is agreed in principle.
You have time to answer enquiries, show buyers through and follow up, while still running the business.
Your financial records are clean and up to date, and your accountant can prepare the figures a buyer will ask for.

Even then, you will still need a solicitor for the contract and the lease transfer, and an accountant for tax advice. A sale without a broker is most likely to go wrong on price (too high and nobody bites, too low and you leave money behind), on confidentiality, and on buyers who waste months and then can't get finance.

When a broker is worth it

A broker usually makes the biggest difference when:

You don't have a buyer yet and need to reach a wide pool of people quietly.
The business depends on you, and you can't run it and run a sale at the same time.
There are moving parts: a lease that needs the landlord's consent, a franchisor's approval, a childcare or health approval, liquor or tobacco licences.
You want a price based on evidence, and a negotiator who isn't emotionally attached to the business.

We sell small, medium and large businesses across Melbourne and regional Victoria. If your business is in a regulated or specialised industry, our guides for cafés and restaurants, childcare centres, supermarkets, franchises, health and NDIS businesses and manufacturing businesses explain what buyers look for.

How to choose a business broker in Melbourne

Choose a broker who is licensed in Victoria, has sold businesses like yours, and can explain exactly how they will find buyers while keeping your sale confidential. Meet two or three brokers and ask each the same questions, so you can compare their answers side by side.

Check the licence. Anyone selling a business for you in Victoria needs an estate agent's licence, or must work for a licensed agent as an agent's representative. Ask for the licence details and check them with Consumer Affairs Victoria.
Look for experience in your industry. A broker who knows your industry will know who buys businesses like yours, what those buyers check, and which licences or approvals have to transfer.
Ask how they will price it. A good appraisal is based on your adjusted profit, the lease and recent sales of similar businesses. Ask the broker to explain how they reached their figure. A high number on its own tells you nothing.
Ask where the buyers will come from. Advertising is only part of it. Ask whether they already have buyers looking for a business like yours.
Ask how they protect confidentiality. Buyers should be screened and sign a confidentiality agreement before they learn the business name or see any figures.
Find out who runs your sale. Ask who will handle your sale day to day, from appraisal to settlement, and how often you'll get an update.

Questions to ask at the first meeting

Are you a licensed estate agent in Victoria?
Have you sold businesses like mine, and who buys them?
How did you arrive at your appraisal figure?
How will you find buyers, and how will you keep my business confidential?
How do you screen buyers before they see my figures?
Who will handle my sale from appraisal to settlement, and how often will I hear from you?

If you're planning ahead, our 12-month preparation plan sets out what to get ready, whichever way you sell.

Frequently asked questions

Do I need a broker to sell my business?

No. You can sell your own business without a broker, but anyone who sells it on your behalf in Victoria must hold an estate agent's licence. Most owners use a broker when they don't have a buyer yet, need the sale kept confidential, or have a lease or licences to transfer.

Can I sell my business myself in Victoria?

Yes. Owners often sell directly to a staff member, family member or competitor. You will still need a solicitor for the contract and lease transfer and an accountant for the figures and tax advice.

Does a business broker need a licence in Victoria?

Yes. Consumer Affairs Victoria says that arranging or negotiating the sale of a business for an owner, or giving market appraisals of businesses, requires an estate agent's licence or employment by a licensed agent as an agent's representative.

What does a business broker do?

A broker prices the business, advertises it without naming it, screens buyers and has them sign a confidentiality agreement, negotiates the deal, and manages the sale through to settlement with your solicitor, accountant and landlord.

How do I choose a business broker in Melbourne?

Choose a broker who is licensed in Victoria, has sold businesses like yours, and can explain how they priced your business, where their buyers come from, and how they keep the sale confidential. Meet two or three brokers, ask each the same questions, and find out who will handle your sale through to settlement.

How long does it take to sell a business with a broker?

Most businesses we sell receive an acceptable offer within 2 to 6 months. Settlement then depends on due diligence, finance, the landlord's consent and any licence transfers.

Thinking of selling?

Start with a free, confidential appraisal, or read how we sell your business, from appraisal to settlement.