Key Questions for Sellers (part 3)
The third in a four-part series answering the questions vendors ask most as they consider selling their goodwill — updated for 2026
How can I increase the value of my goodwill in advance of the sale?
It’s difficult to push the price beyond the going rate — purchasers simply won’t pay more than that as a rule. But because the going rate is itself a range, there’s real value in making your fees more attractive to buyers so you land nearer the top of it, given enough lead time. Goodwill is in greater demand the closer it sits to a major conurbation, so if you’re planning to sell some years out, relocation is worth thinking about. If your firm sits outside a substantial city and you expect gross fees in excess of £0.5m by the time you sell, it will help to progressively create separate cost and profit centres, ideally each with their own staff — this makes it far easier to hive off and sell parts of the practice to different buyers without disrupting clients, and smaller blocks of fees consistently attract more interest than one large practice sold as a going concern. Beyond that: keep your practice appropriately staffed, not over-resourced; keep budgetary control and detailed time records in place so a purchaser can see profitability job by job; and avoid a heavy contingent liability sitting in your office lease.
How does TUPE affect the continued employment of my staff?
The Transfer of Undertakings (Protection of Employment) Regulations 2006, as amended — most significantly by the 2014 amendment regulations, and further eased for smaller transfers from 1 July 2024 — govern what happens to staff when a business changes hands. In essence: a vendor can’t dismiss staff simply to make the practice more attractive to a buyer, and a purchaser can’t arbitrarily make redundant the staff they’ve acquired. The purchaser must provide continuity of employment on terms no worse than before, and if redundancies are genuinely necessary, they must be carried out fairly across both the purchaser’s existing staff and those newly acquired — no one can prefer their own people over the ones who came with the deal. Professional legal advice should always be taken here.
Does the vendor or purchaser need to use the services of a solicitor?
Smaller, straightforward sales often proceed without one. While we can’t formally recommend going without, the great majority of the practices we broker choose not to use a solicitor. The logic is simple: in a clean sale, the only likely disagreement is over one or two clients that the new owner feels fall outside the clawback clause, and the value in dispute is rarely more than a couple of thousand pounds — not something either side is likely to litigate over, particularly given how long that can take through the courts.
How can disputes be resolved without resorting to litigation?
Where we’ve brokered the sale, both parties will often nominate A.P.M.A. as the appointed third-party ‘expert’ within the sale agreement. Having hand-held the process from the outset, we understand the spirit of the agreement and can look beyond the strict wording of it. Either party can trigger our involvement in resolving a dispute, and this is normally treated as part of our after-sales service — we don’t typically charge for it.
How can I be sure that APMA will be successful in selling my fees?
Look at our track record. Across more than five decades we’ve only failed to sell a small handful of practices or blocks of fees within the terms agreed with the vendor at the outset — and if we don’t succeed, we simply don’t charge a fee.