The various stages of a typical business sale are as follows:

• Identify the short list of potential buyers and obtain expressions of interest.
• Weigh up the resulting offers – can the buyers really pay and what form will the payment take?
• Create a Heads of Terms agreement with the preferred buyer setting out the main points – these may include a period of exclusivity and the payment of costs.
• Tell other potential buyers about the Heads of Terms but keep at least one of them interested as a backup plan.
• Due diligence will then be carried out by the investor’s accountants and lawyers – this may require warranties and indemnities to be provided by the vendor.
• Finalise the Sale and Purchase agreement with the assistance of lawyers.