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Preparing your business for sale: 4 key property considerations
June 30, 2026
Preparing a business for sale involves far more than agreeing a price. If your business owns or occupies commercial property, dealing with property issues early on can help prevent unnecessary delays, reduce costs and keep everything on track.
Simple issues such as historic legal charges, expired Energy Performance Certificates (EPCs) or incomplete tenancy documentation can all slow down the legal process if they are only discovered during the due diligence stage. Therefore, preparation is key to make sure your sale goes as smoothly as possible.
Our property expert, Steph, discusses some of the key property considerations business owners should address before putting their business on the market.
When lending is secured on a property, a legal charge is noted on the title register to protect the lender’s interest. The charge is usually removed from the title by the lender once the loan has been fully repaid.
However, this can be overlooked occasionally, resulting in the charge remaining on the title even years after the loan was repaid.
A check of the title documents at an early stage is advisable so that any historic charges that may have been overlooked can be identified and the process of removing the charge from the title can be started. This allows any charges to be identified and dealt with before a buyer’s solicitor raises an enquiry and will help to minimise any delay to the sale of the business.
A buyer is likely to request a copy of any valid EPC for any properties forming part of the sale of the business. EPC certificates are valid for a period of 10 years from the date of the property assessment.
In readiness for sale, you should check the date of expiry on the EPC certificate for any properties, by entering the postcode and address into the online EPC checker, and arrange for the property to be assessed for a new EPC certificate if necessary.
If any properties included in the sale are tenanted, the buyer will want to see the relevant documentation to understand their rights and obligations. You should be prepared to provide copies of any leases or tenancies. To ensure the sale runs smoothly, it is advisable to finalise any new or renewal leases at an early stage. If negotiations over these leases are ongoing to during the sale of the business the purchaser’s solicitors are likely to want some input, which can cause added cost and delays.
You should consider whether there any are properties owned by the business that are not to be included in the sale, as these would need to be transferred out of the business and then potentially leased back if the business is going to remain in occupation.
The process of registering any transfers or leases at the Land Registry can take several months, so getting this started in readiness for a sale can avoid delays later on.
Many of the property issues that delay business sales can be avoided with early planning.
Reviewing your property portfolio before a sale begins can help identify potential issues, reduce delays during due diligence and provide buyers with confidence that the transaction is well prepared.
If you are planning to sell your business and would like advice on the property aspects of the transaction, get in touch with a member of our award-winning Property team using the contact form, hello@darwingray.com or on 02920 829 100 to see how we can support you and your business.
Our M&A and corporate experts are also on hand to support with any non-property related elements of your business sale or purchase and can offer bespoke support to ensure a seamless transition. Find out more about the type of support available.
To speak to one of our experts today, please contact us on 02920 829 100 or by using our Contact Us form for a free initial chat to see how we can help.
