Sell Ltd
Guide · How it works

How Sell Ltd works — end-to-end seller journey

Selling a UK limited company with Sell Ltd is a six-stage process: Research → Listing → IM → Outreach → Pitch → Qualify. Typical timeline: 4–6 months from listing to completion. Chris (AI deal adviser) drives the analytical work; you (or your managed deal lead) drive the buyer relationships. Below is every stage, what you do, what Chris does, timings and common watchouts.
Chris, your AI Deal AdviserBy Chris at Sell LtdLast updated
TL;DR
How Sell Ltd works: six stages — Research (30 min), Listing (same day), Information Memorandum (24 hours), Outreach (5–10 days to launch), Pitch (6–12 weeks of buyer meetings), Qualify (2–4 weeks to preferred buyer). Then heads of terms, legal + diligence, completion — total 4–6 months. Free to list; 1.5% only on completion.

Stage 1 — Research

Typical duration · 30 minutes
What happens

Chris pulls your Companies House record: incorporation date, filed accounts (last 3–6 years), officer register, PSC filings, SIC code, and any Gazette notices. You complete a 30-minute guided seller survey — Chris pre-fills every field he can from the filings so you're editing, not typing from scratch.

Output

Full data foundation for the IM. Comparable UK SME multiples pulled for your sector and size band.

Watchouts

If your filed accounts are more than 12 months out of date, provide a current-year P&L in the survey — otherwise Chris can only extrapolate.

Stage 2 — Listing

Typical duration · Same day
What happens

Chris drafts a confidential teaser: sector, region, turnover band, EBITDA band, reason for sale — no identifying details. You review, edit inline and publish. The teaser goes live on the Sell Ltd confidential marketplace and is indexed for authenticated verified buyers browsing the platform.

Output

Public teaser live; identifying details still gated behind the NDA.

Watchouts

Confidentiality is worth guarding — if a specific competitor or customer must not see your teaser, add them to the blocklist before publishing.

Stage 3 — Information memorandum (IM)

Typical duration · 24 hours
What happens

Chris drafts a full 10-section IM: executive summary, business overview, product/service, market, customers, team, financials, reason for sale, valuation framing, next steps. Each section is editable inline. The Sell Ltd editorial team reviews before it releases to NDA-signed buyers.

Output

Buyer-ready 18–24 page IM PDF, watermarked per buyer on release.

Watchouts

Market and reason-for-sale are the two sections most worth rewriting in your own words — Chris drafts a neutral version; your voice adds credibility.

Stage 4 — Outreach

Typical duration · 5–10 days to launch
What happens

Chris shortlists strategic UK acquirers from Companies House by SIC, acquisition history, director networks and financial capacity. He drafts a bespoke pitch email per buyer. You approve which buyers to approach; nothing sends until you say go. Approaches go out in waves of 20–40 per week.

Output

60–120 targeted approaches over 4–6 weeks; response rates typically 8–14% at the enquiry stage.

Watchouts

Resist the temptation to approve every candidate in one wave — waves let you observe response quality and adjust the shortlist before spending it.

Stage 5 — Pitch (buyer meetings)

Typical duration · 6–12 weeks
What happens

Interested buyers click-to-sign the NDA and access your IM + Tier 2 documents. You take buyer calls (or your managed deal lead takes them). Buyers submit written indicative offers. Chris tracks every offer, response rate and deal-room engagement in your dashboard.

Output

1–3% of approached buyers submit serious indicative offers. Expect 2–6 real offers on a well-run sale.

Watchouts

Don't disclose Tier 3 documents (customer contracts, IP schedule) until a buyer submits a written indicative offer — protects you if the process falls through.

Stage 6 — Qualify buyers

Typical duration · 2–4 weeks
What happens

You assess indicative offers on price, structure (cash vs earn-out), buyer credibility (financial capacity, prior deal record), speed and cultural fit. Chris scores each buyer on quantitative fit; you decide who progresses to exclusivity and heads of terms.

Output

One preferred buyer moves to heads of terms; runners-up stay warm as backup.

Watchouts

The highest headline price isn't always the best deal — an earn-out at £2m headline but £1.2m guaranteed can be worse than a clean cash offer at £1.5m.

After Stage 6 — heads of terms, legal, completion

The Sell Ltd platform covers stages 1–6. Once a preferred buyer is identified, the deal moves into the legal tail: heads of terms, share purchase agreement (SPA) drafting, diligence Q&A and completion. This is your corporate lawyer's territory; Chris organises the deal room and Q&A but doesn't do legal work.

PhaseTimeNote
Heads of terms1–2 weeksPreferred buyer signs a non-binding heads-of-terms document. Exclusivity typically 60–90 days.
Legal + diligence6–10 weeksCorporate lawyers on both sides draft the SPA and warranty schedule. Diligence Q&A routes through the deal room.
Completion1 weekFunds land in your solicitor's client account. Shares transfer. Sell Ltd 1.5% fee settles on completion.

Total timeline summary

Best case (motivated buyer, clean business, cash offer): 10–14 weeks from listing to completion. Typical case: 16–24 weeks. Complex case (multiple entities, earn-out, cross-border tax): 24–40 weeks. The variables that matter most are buyer readiness, seller responsiveness and legal complexity — the platform doesn't slow you down, but it also can't accelerate a buyer's finance committee.

Legal and diligence are the fixed constraint on the back end. There is no shortcut through a proper SPA and warranty schedule — attempting one is where deals blow up.

Frequently asked questions

How does Sell Ltd work step by step?

Sell Ltd works in six stages: (1) Research — Chris pulls your Companies House filings and you complete a 30-minute seller survey. (2) Listing — the confidential teaser goes live on the Sell Ltd marketplace. (3) IM — a full information memorandum is drafted in 24 hours and sits behind an NDA gate. (4) Outreach — Chris shortlists strategic buyers and drafts approach emails you approve. (5) Pitch — NDA-signed buyers view the IM and submit indicative interest. (6) Qualify — you assess, negotiate and progress the strongest buyers to heads of terms.

How long does the whole process take?

Typical end-to-end timeline is 4–6 months from listing to completion. Stage 1 (research) is 30 minutes. Stage 2 (listing live) is same-day. Stage 3 (full IM) is 24 hours. Stage 4 (outreach launch) takes 5–10 days. Stage 5 (buyer meetings, indicative offers) runs 6–12 weeks. Stage 6 (heads of terms → SPA → completion) is 8–14 weeks. The legal and diligence tail is the fixed constraint on the back end.

What do I need before starting?

Your company number (for the Companies House lookup), a rough sense of expected sale price, and 30 minutes for the seller survey. Ideally have your current-year P&L to hand and a paragraph on why you're selling. That's it. You do not need up-to-date management accounts or a pre-existing valuation.

How much of my time does the process take?

Stage 1 is 30 minutes. Stage 3 (IM review) is 1–2 hours of your time. Ongoing during Stage 4–5 is roughly 3–5 hours per week: reviewing Chris's outreach, taking buyer calls, answering deal-room Q&A. Stage 6 (legal) is the busiest — 5–10 hours per week for the 6–8 weeks of SPA drafting and diligence.

Can I go faster than the standard timeline?

The 24-hour IM is the fastest in the UK market. What you can't compress is buyer response time (weeks) and legal diligence (weeks). Serious buyers won't be rushed past their own board approval and finance-committee timelines. Managed sale doesn't go faster; it just takes the workload off your desk.

What happens if a buyer wants to move immediately?

Perfect — you skip forward. If an NDA-signed buyer submits an indicative offer in week two, you can be at heads of terms by week four and completion by week ten. Chris and the platform don't force you through arbitrary stages; they accelerate wherever the buyer is ready.

Do I have to publish on the marketplace?

No. You can run a 'silent' listing — no public marketplace teaser, only targeted outreach from Chris's shortlist. This suits sellers whose staff or key customers must not learn about the sale until later. The 1.5% platform fee is unchanged for silent listings.

What does 'qualify buyers' mean?

The Stage 6 assessment: does this NDA-signed buyer actually have the money, the strategic reason and the credibility to complete? Chris pulls Companies House filings, PSC records, prior-deal history and financial capacity signals for each interested buyer, and flags anyone who looks unlikely to close. You decide who progresses.

How do you handle competing buyer offers?

Chris tracks indicative offers side-by-side in your dashboard and drafts follow-up messages that create healthy tension between serious buyers. On managed sale, your human deal lead runs the auction dynamics — timed indicative-offer deadlines, structured Q&A windows, best-and-final rounds.

Do buyers know Sell Ltd is AI-powered?

Yes — we're transparent about it and buyers value the transparency. Every buyer email is signed by Chris or your human deal lead. The AI-first workflow is a feature we lead with — buyers get faster IMs, faster deal-room access, faster answers to routine questions.

What legal work do I need alongside Sell Ltd?

A corporate lawyer to draft/negotiate the SPA and warranty schedule (typically £3,000–£20,000 hourly), and a chartered tax adviser to model your exit tax structure (£500–£2,000). Sell Ltd is not a law firm and does not provide legal or tax advice. We have a recommended-adviser list; we don't take referral fees from it.

What if I want to pause the process?

Pause anytime — the listing goes offline and outreach halts within one working day. No fee, no cancellation charge. Resume when you're ready. This is why we don't take a retainer: your process is yours, and you control the pace.

How is a Sell Ltd sale different from listing on BusinessesForSale?

BusinessesForSale is a classified marketplace: you pay a monthly listing fee, write your own ad, and handle every enquiry yourself. Sell Ltd includes the marketplace but adds Chris (IM, buyer matching, screening, deal room). Think 'broker workflow' versus 'classified ad' — same buyers can find you either way; Sell Ltd runs the process.

How do I close the deal?

Once heads of terms are signed, your corporate lawyer and the buyer's lawyer draft the SPA. Diligence questions route through the deal room. Chris (or your managed lead) coordinates the Q&A and keeps the audit log clean. Completion occurs on the agreed date — funds land in your solicitor's client account, shares transfer, Sell Ltd's 1.5% fee settles on completion.

What happens after completion?

Your deal room stays live for 90 days post-completion for warranty-period reference. Sell Ltd sends the completion invoice (1.5% + VAT) and your lawyer settles it against the completion statement. That's it. You can request an exit debrief call with your deal lead to close things out.

Start selling with Chris

Free to list. 1.5% on completion. No retainer, no exclusivity, no six-week wait.