Business succession with a private investor: process, timing, costs
When a succession with an investor is the right fit
Many business owners find no one in the family or their own team who can take over the business and finance the purchase price. In Switzerland alone, according to Dun & Bradstreet, 90,667 SMEs need a succession solution in the coming years. That is 13.7 per cent of all companies with up to 249 employees (March 2025).
A private investor is a good solution if these points matter to you:
- The business stays independent, with its name, location and employees.
- You receive a fair price without waiting for a successor who can finance it.
- You step back gradually or stay invested with a stake.
Unlike a competitor buying your business, a private investor does not have to fold it into its own structures. And unlike a successor from your team, it can finance the purchase price. Often both can be combined: the investor buys, and people from your own team take over management and invest alongside.
The process in six steps
- Confidential first conversation. One hour, no documents needed. You tell us what you have built and what matters to you for the future.
- Initial assessment. Within five working days we tell you whether an investment fits and give you a first indication of value, with our reasoning.
- Documents and offer. After a confidentiality agreement, we look at the figures for the last three years, the main customers and the team. You then receive a written offer, a letter of intent.
- Due diligence. Over about four to six weeks we review finances, tax, contracts and staff, keeping it lean and focused on what matters.
- Contract and completion. The purchase agreement sets out the price, payment and warranties. If you stay invested, a shareholders’ agreement is added. Completion usually follows within a few weeks of signing.
- Handover. You hand over customers, suppliers and know-how at a pace we agree together, typically six to 24 months. We fill new management roles together, from within the business or from outside.
How long a succession takes
| Phase | Typical duration |
|---|---|
| First conversation to first indication of value | about one week |
| Documents and written offer | two to four weeks |
| Due diligence and contracts until signing | four to eight weeks |
| Handover to the new management | six to 24 months, as agreed |
The sale itself can therefore be completed within a few months. Preparation and handover take longer. Start planning three to five years before you want to step back. That leaves time to prepare the figures, build a second management level and decide without time pressure.
What a succession costs
- First conversation and initial assessment: free of charge and without obligation.
- Your own advisers: fiduciary or tax adviser, lawyer and possibly an M&A adviser. You appoint and pay them yourself. For the purchase agreement we always recommend your own lawyer.
- The buyer’s due diligence: you do not bear these costs.
- Tax: In Switzerland, the gain from selling shares held as private assets is generally tax-free (Art. 16(3) of the Federal Direct Tax Act, DBG). An important exception is the indirect partial liquidation: if you sell at least 20 per cent to a company and it distributes non-operating funds within five years that already existed at the time of sale, part of the proceeds may be taxed as income. In Germany and Austria, gains on a sale are generally taxable, with relief depending on the legal form.
Clarify tax questions early with your tax adviser. The key issue is usually how excess cash is handled. There are proven solutions, such as tax clauses in the purchase agreement or an advance ruling from the tax authority.
What stays after the sale
The name, location and employees stay, and employment contracts continue unchanged. Customers and suppliers usually notice little of the change in ownership day to day. You help decide how quickly you step back from day-to-day business. If you wish, you stay invested with a stake and share in further growth. How that works is explained under Partial sale with reinvestment.
What to look for when choosing a buyer
- Who makes decisions at the buyer, and how quickly will you get a binding answer?
- How is the purchase financed, and how much debt will your business carry afterwards?
- What happens to the name, location and team, and is that written into the contract?
- Can you stay invested, and on what terms?
- How long does the buyer plan to stay invested?
Frequently asked questions
When should I start planning my succession?
Ideally three to five years before you want to step back. That leaves time to prepare the figures, reduce dependence on you personally and find the right solution without time pressure. The sale to an investor itself can be completed within a few months.
Do I have to stay in the company after the sale?
Not necessarily. A handover of a few months up to two years is usual, during which you pass on customers, suppliers and know-how. We agree together how long and in what role.
Will my employees and customers find out about the sale process?
Not before you want them to. Conversations and documents remain confidential, and we sign a confidentiality agreement. We decide together when and how the team is informed, usually shortly before or at signing.
Is the sale of my company tax-free in Switzerland?
If you hold the shares as private assets, the gain is generally tax-free. There are exceptions, such as the indirect partial liquidation if non-operating funds are distributed after the sale. Have this checked by your tax adviser in advance.
This page provides general information and does not replace individual legal, tax or financial advice. Our disclaimer applies. This English version is provided for convenience; in case of discrepancies, the German version prevails.
Let’s talk about your company.
A first conversation takes an hour, is confidential and costs you nothing. Write to info@evo-capital.ch or call +41 76 625 48 40