Most small business owners sell a business once in their lifetime. A seasoned business broker has done it dozens or hundreds of times. That asymmetry is exactly why so many sellers choose to work with one. But if you've never sold a business before, the brokerage process can feel like a black box — you're not sure what you're paying for, what the broker actually does, or whether the commission is worth it. This guide explains how to sell your business with a broker, step by step, so you can make an informed decision.
What Does a Business Broker Actually Do?
A business broker is an intermediary who represents the seller throughout the sale process. Their job is to get your business sold — at the right price, to the right buyer, without disrupting your operations along the way. In practice, that means:
- Valuation — A good broker will assess what your business is worth and help you set a realistic asking price. Price it too high and buyers walk away. Price it too low and you leave money on the table. A broker who has sold businesses in your industry knows where the market actually is.
- Preparing the listing materials — Brokers put together a confidential information memorandum (CIM) — a detailed package covering your financials, operations, and growth story that goes to qualified buyers after they sign an NDA.
- Marketing the business — This includes listing on major marketplaces, outreach to their existing buyer network, and in some cases direct outreach to strategic acquirers. A broker with an active buyer database can dramatically shorten the time to find the right offer.
- Screening buyers — Not everyone who expresses interest can actually close. Brokers verify that buyers have the financial capability before sharing your sensitive information.
- Managing negotiations — Having a broker between you and the buyer keeps emotions out of the room. They can push back on low offers, negotiate terms, and keep the deal moving without you having to do it directly.
- Coordinating due diligence and close — Once you have a signed letter of intent, the broker helps coordinate document requests, keeps both sides on schedule, and troubleshoots the issues that inevitably come up before closing.
What brokers don't do: provide legal advice, draft purchase agreements, or handle the tax structuring of your deal. You'll need a transaction attorney and possibly a CPA for those pieces — but a good broker knows who to refer you to.
How Much Does a Business Broker Cost?
Most business brokers charge a success fee — a commission paid at closing, only if the deal closes. There's typically no upfront cost to list. Commission rates vary by deal size:
- Under $1M: 10–12% of the sale price is common. Some brokers use the "Lehman formula" (10% on the first $1M, 8% on the next, and so on) for larger deals.
- $1M–$5M: 8–10%, sometimes with a minimum fee floor (e.g., no less than $50K regardless of sale price).
- Above $5M: Fees drop further, often 4–6%, and are more negotiable.
The commission sounds significant — and on a $500K sale, 10% is $50K. But consider what you're getting: a faster sale, a higher price because the broker knows how to position the business and run a competitive process, and your time freed up to keep running the business while the sale is happening. Sellers who try to go it alone often net less even after avoiding the commission.
How Do You Choose the Right Broker?
Not all brokers are equal, and the wrong one can cost you more than their fee — in time, in a lower price, or in a deal that falls apart. Here's what to look for:
- Industry experience — A broker who has sold businesses similar to yours understands who the buyers are, what multiples the market supports, and what buyers will scrutinize. General experience helps; relevant experience matters more.
- Their buyer network — Ask how many active buyers they're working with and how they plan to market your business specifically. A broker with a thin network will rely entirely on public listings, which limits your pool.
- References from recent sellers — Talk to two or three past clients if you can. Ask how long the process took, whether the final price matched expectations, and how responsive the broker was throughout.
- Exclusivity and listing period — Most brokers ask for a 12-month exclusive listing agreement. That's standard. Be cautious of brokers pushing 18–24 months, or those who won't commit to specific marketing activities in writing.
- Communication style — You'll be working closely with this person for 6–12 months. Make sure they explain things clearly, respond quickly, and feel like someone who has your interests at heart — not just someone chasing a commission.
At Silver Surf, we work with sellers from the very first conversation — including helping you figure out whether now is actually the right time to list, and what you'd need to do to improve your value before going to market.
What Should You Expect Once You Sign With a Broker?
The first few weeks after signing a listing agreement are mostly preparation. Your broker will gather your financials, ask detailed questions about the business, and put together the CIM. This phase takes 2–4 weeks and is worth doing carefully — the quality of the CIM directly affects buyer interest.
Once the business is live, expect the process to look roughly like this:
- Weeks 1–8: Buyer inquiries start coming in. Most won't go anywhere. The broker screens them, has NDAs signed, and sends the CIM to serious candidates.
- Months 2–5: Qualified buyers review the CIM, ask follow-up questions, and some request management meetings — calls or visits where you meet the buyer and answer questions about the business.
- Months 3–6: Offers come in. Your broker presents them, helps you evaluate the terms (not just the price — structure, contingencies, and transition requirements all matter), and negotiates on your behalf.
- After LOI: Due diligence and close, typically 60–90 days.
The full timeline from listing to close is usually 6–12 months. Businesses that are well-prepared and priced correctly sell faster. Businesses that need significant cleanup, or are priced above market, can sit for much longer.
When Is a Broker Not the Right Choice?
A broker makes the most sense for businesses priced above roughly $200K. Below that, the commission math often doesn't work in the broker's favor, which means you may get less attention and a less motivated advocate.
You might also skip the broker if you already have a specific buyer in mind — a partner, a family member, or a competitor who's expressed serious interest. In that case, a transaction attorney can handle the deal directly and you save the commission. Just make sure you're not leaving significant money on the table by not running a competitive process.
For a full picture of the selling process from start to close, our step-by-step guide to selling your business covers every stage in detail. If you're thinking about how to sell your business with a broker — or just want to understand what your business might be worth before you decide — get in touch with Silver Surf. We're happy to have an honest conversation about whether now is the right time and what the process would look like for your specific situation.