20+ Years Experience

Specialist Insolvency Practitioners

Licensed Insolvency Practitioners

Insolvency Practitioners Nationwide

Company Sold as a Going Concern: What Does This Mean?

Are you considering selling your business? If so, you’ve likely come across the term “going concern.”

Understanding this concept is crucial, as it can significantly impact the sale process and the value of your business.

In this blog post, we’ll delve into the world of going concern, its implications when selling a business, and how to determine if your company qualifies as one.

Additionally, we will discuss the concept of “company sold as not a business as not a business as not a business as a going to concern what does this mean” and its relevance to your situation.

By the end of this blog post, you’ll have a solid grasp of what it means to sell a business as a going concern, the advantages and disadvantages of doing so, and the importance of assessing your company’s going concern status.

Armed with this knowledge, you’ll be better prepared to navigate the sale process and make informed decisions about your business’s future, including understanding the implications of a company sold as not a going concern, what does this mean?

Short Summary

  • Understand the concept of a going concern and its definition.
  • Prepare your business for sale by assessing assets, liabilities & financials.
  • Seek professional advice to navigate the sale process with favorable outcomes.

Understanding the Concept of a Going Concern

The term “going concern” is often used in accounting to describe a business that is anticipated to remain operational for the foreseeable future.

Such a business has achieved financial stability and is expected to continue trading confidently without the threat of closure, typically for the next 12 months.

Financial statements, cash flow, trading figures, and reports from company directors are all taken into account when assessing whether a business is a going concern.

When a business is sold as a going concern, it means the new owner takes over the existing operations, including all assets and liabilities.

This allows the buyer to continue running the business without any disruptions, providing a seamless transition for both the seller and the buyer.

However, not all businesses are suitable for a going concern sale, particularly those with a considerable amount of debt or those heavily reliant on the owner’s personal connections.

Definition of a Going Concern

A going concern, as an accounting term, refers to a company that has the resources necessary to continue operating indefinitely, without any evidence to the contrary.

In other words, it is a business that can fulfill its financial obligations and remain operational without any disruption. It’s important to note, however, that it may be difficult to assume that a business will remain operational in the foreseeable future, particularly for small businesses.

Understanding the concept of a going concern is essential for anyone involved in the sale of a business, as it directly impacts the value of the company and the terms of the sale.

If a business is recognised as a going- concern company, it is generally considered a more attractive acquisition opportunity for potential buyers, as they can be assured that the operations will continue without any significant interruptions.

Financial Stability and Foreseeable Future

Financial stability is a critical factor in determining whether a business is a going concern. A company’s financial health can be assessed by evaluating its profitability, cash flow, and level of debt.

Companies with high levels of debt or continuous losses from one period to the same sector the next are more likely to face substantial doubt about their going concern status.

In addition to financial stability, a going concern must also have a reasonable outlook for the foreseeable future.

This means that the business must have a viable plan for growth and a strategy in place to address any potential challenges or risks. By addressing these factors, a company can create accurate forward predictions and ensure its continued success as a going- concern business.

Selling a Company as a Going Concern: The Process

Selling a business as a going concern involves providing a comprehensive package to the new owner, which includes all the necessary assets and resources to maintain daily operations. Upon completion of a successful sale, the business and all its assets will be transferred to the buyer.

To achieve this, several steps must be taken into account pre pack sale, such as preparing the business for pre pack sale,, transferring assets, liabilities, and operations for pre pack sale, and guaranteeing business continuity pre pack sale.

The process of selling a business as a going concern requires maintaining the business’s operations until the transfer date, so the new owner can access all assets, accounts, equipment, leases, and contracts for an uninterrupted transition.

This enables the buyer to start trading immediately upon transfer, without any interim transition period to enable trading only.

Preparing the Business for Sale

Before putting your business on the market, it’s crucial to establish clear objectives that will ensure the sale is successful and that the new owner can maintain operations.

This includes reviewing financial statements, evaluating the worth of assets, and confirming that taxes are current.

Additionally, you may want to implement measures to increase the value of the company, such as improving operations, expanding the customer base, and minimising liabilities.

To effectively market your business, it’s essential to prepare a sales package, advertise your company, and network with potential buyers.

Providing a detailed and accurate representation of your business, including its financial health and growth potential, will increase the likelihood of attracting interested buyers and achieving a successful sale.

Transfer of Assets, Liabilities, and Operations

Transferring assets, liabilities, and operations is a critical aspect of selling a business as a going concern. Both the buyer and seller need to agree on which assets and liabilities will be transferred, while the others remain with the seller.

This process may include evaluating the value of the asset ratio of all the assets, negotiating the terms of the transfer, and executing a legal agreement to formalise the transfer.

The vendor, or seller, is accountable for retaining control of the premises and assets until the handover.

A Transfer of a Business as a Going Concern (TOGC) sales contract, which includes a clause for pre-completion obligations to be fulfilled, is essential to effect the sale of a business as a going concern.

Ensuring Business Continuity

When selling a business as a going concern, it’s crucial to ensure business continuity during the sale process. The seller is legally required to maintain the business operations until the sale is finalised and the new owner assumes control.

Ensuring business continuity enables the buyer to access associated assets, facilitate the transfer of contracts, leases, and equipment, and examine accounts for goods, materials, and supply chains.

Business continuity not only benefits the buyer, but also helps protect the interests of employees, suppliers, and customers, as the business can continue operating without any major disruptions.

By ensuring business continuity, both the seller and the buyer can achieve a smoother and more successful transition.

Advantages and Disadvantages of Selling a Business as a Going Concern

The sale of a business as a going concern has many pros and cons. It is important to carefully assess each before making any decisions.

On the one hand, it can lead to a higher sale price, a seamless transition, and the safeguarding of staff contracts and jobs during the transfer. On the other hand, potential legal complications and the necessity for precise financial records can pose challenges.

It’s important to carefully weigh the pros and cons of selling a business as a going concern, as each situation is unique.

By understanding the potential advantages and disadvantages, business owners can make informed decisions about whether selling their business as a going concern is the right choice to avoid company closure for their particular circumstances.

Advantages

The potential for a higher sale price is one of the primary benefits of selling a business as a going concern. Furthermore, it ensures that the buyer can continue the operations without disruption.

Buyers are often willing to pay a premium for a business that can continue operating without significant disruptions, as it allows them to start trading immediately upon transfer.

This very open market is particularly open market attractive for buyers who are looking to expand their operations in open market or enter an open market in a new open market either.

In addition, selling a business as a going concern safeguards employee contracts and jobs during the transfer.

This can be an essential consideration for sellers who value the welfare of their employees and want to ensure a smooth transition for all parties involved.

Overall, selling a business as a going concern can provide numerous advantages for both the buyer and the seller.

Disadvantages

Despite the potential advantages, selling a business as a going concern also comes with its share of challenges.

One potential drawback is the risk of legal complications, such as breach of contract, misrepresentation, or fraud. These issues can arise if the seller fails to disclose all relevant information about the business or if there are discrepancies in the financial records.

Another disadvantage is the need for accurate financial statements when selling a business as a going concern.

Ensuring that the financial records are precise and up-to-date is essential to providing a clear and honest representation of the business to potential buyers.

This can be a time-consuming and labor-intensive process, especially for businesses that have not maintained accurate financial records throughout their operation.

Assessing Your Company’s Going Concern Status

To determine if your business qualifies as a going concern, it’s essential to perform a financial health check, which involves analysing key financial ratios.

These financial ratios can provide valuable insights into your company’s financial health and its ability to continue operating in the foreseeable future.

By assessing your company’s going concern status, you can make more informed decisions about whether to sell your business as a going concern and take appropriate action to address any potential issues.

This can ultimately lead to a more successful sale process and a better outcome for both you and the buyer.

Analysing Financial Ratios

Three financial ratios can help you assess whether your business is a going concern: the current ratio, debt ratio, and net profitability ratio.

The current ratio is calculated by dividing current assets by current liabilities, providing an indication of your company’s liquidity and its ability to meet short-term financial obligations. A healthy current ratio is typically around 1.5 to 2.0.

The debt ratio is determined by dividing total liabilities by total assets. If the result is greater than 1, the company is deemed an insolvent company and unlikely to be considered a going concern.

Lastly, the net profitability ratio is calculated by dividing the net profit by net sales, which measures the profitability of your business in relation to its sales revenue.

A higher net profitability ratio indicates a more profitable business, financially stable, and a greater likelihood of being considered a going concern.

Identifying Red Flags

When assessing your company’s going concern status, it’s crucial to be aware of any red flags that may signal potential problems.

Such indicators may include continuous losses from one period to the next, loan defaults, denial of credit by suppliers, and negative trends in the company’s financial ratios.

Identifying these red flags early on can help you address any underlying issues and take corrective action to improve your company’s financial health.

By addressing potential concerns and ensuring your business is operationally and financially sound, you can increase the likelihood of a successful sale as a going concern and achieve the best possible outcome for all parties involved.

Seeking Professional Assistance

Given the complexities involved in selling a business as a going concern, it’s highly recommended to seek expert advice for tax considerations and VAT exemption, as well as navigating the sale process.

Consulting with professionals, such as accountants or tax advisors, can help ensure that your business sale is compliant with the necessary requirements and can provide valuable guidance throughout the process.

By seeking professional assistance, you can avoid potential pitfalls and ensure a smooth and successful sale process that benefits both you and the buyer. This can ultimately lead to a more favorable outcome and a higher sale price for your business.

Tax Advice and VAT Exemption

Tax advice is an essential aspect of selling a business as a going concern, as it can help you manage taxes legally and beneficially for both you and the buyer.

An established tax expert can provide guidance on tax implications, such as the Value Added Tax (VAT) exemption, which can significantly impact the sale price and the overall success of the sale.

It’s important to consult with a tax advisor or accountant to ensure that your business sale complies with all relevant laws and regulations. This can help you avoid potential issues down the line and ensure a smooth and successful business sale and process.

Navigating the Sale Process

Selling a business as a going concern requires careful planning and execution, and seeking professional assistance can help you navigate the sale process more effectively.

Professionals can guide you through the various steps involved in selling a business, from preparing the business for sale and advertising it to potential buyers, to transferring assets and ensuring business continuity.

By working with professionals who are experienced in selling businesses as going concerns, you can increase your chances of a successful sale and achieve the best possible outcome for both you and the buyer.

This can ultimately lead to a higher sale price and a more seamless transition for all parties involved.

Frequently Asked Questions

Is it good if a company is a going concern?

Having a going concern status is generally a good sign for any company. It implies that the business can meet its financial obligations in the near future and, as a result, has a higher likelihood of surviving in the long term.

Therefore, it is desirable for a company to be in business as a going concern.

What does going concern mean in legal terms?

Going Concern is an accounting and legal term that refers to a company’s ability to continue its operations without any major disruption or financial uncertainty over a significant, defined period of time. It implies that the business has enough resources and potential to remain in existence without financial trouble and keep operating as usual for the foreseeable future.

What is valuing a company as a going concern?

Valuing a company’s viability as a going concern is the practice of assessing its worth in the current market conditions, taking into consideration the fact that it will stay in business and operate profitably for an extended period of time.

This allows for more accurate pricing when prospective buyers are considering potential investments or sales.

Summary

In conclusion, understanding the concept of a going concern is essential when selling a business. By ensuring that your business is financially stable and operationally sound, you can increase its attractiveness to potential buyers and achieve a higher sale price.

Selling a business as a going concern involves several steps, including preparing the business for sale, transferring assets, and ensuring business continuity.

Seeking professional assistance for tax advice and navigating the sale process can help you avoid potential pitfalls and ensure a smooth and successful sale.

We hope this blog post has provided you with valuable insights into the world of going concerns and their significance when selling a business.

By understanding the key concepts, advantages, and disadvantages, you’ll be better equipped to make informed decisions about your business’s future prospects and ultimately achieve the best possible outcome for all parties involved.

About Insolvency Practitioner

We are Insolvency Practitioners based in Barking who are dedicated to providing expert solutions for financial distress.

Contact Us