Selling your business
How you sell changes what you keep. We work out your money after tax and fees by each route, what the deal terms mean for when the tax is due, and the inheritance tax once the business has become cash.
Your answer
Enter the offer for the shares to see what you'd walk away with.
About this calculator
For the owner of shares in a UK trading company who has had an offer, or expects one. We compare three ways to sell: the buyer buying your shares, the company selling its business and then being wound up, and a sale to an Employee Ownership Trust.
We also show what the deal terms mean (money paid later is taxed now), and what happens to inheritance tax when shares with business relief become cash.
What happens to your answers
We don’t keep them. Your answers go to our server to do the sums and aren’t stored or logged. If you copy a link to your answers, they’re in the link itself, so only share it with people you trust.
How it’s worked out
Share sale: Capital Gains Tax with Business Asset Disposal Relief, 18% on up to £1m of gains in your lifetime, then 18% or 24% by your income. Asset sale: the company pays Corporation Tax (19% to 25%) on its gain, then pays the rest out to you in a members' voluntary liquidation, taxed as a gain with the relief.
Employee Ownership Trust: since 26 November 2025, half your gain is taxed, with no Business Asset Disposal Relief. A fixed amount paid later is taxed in full now; if it's paid over more than 18 months, HMRC can let you pay the tax in instalments.
Inheritance tax: your shares get business relief, 100% on the first £2.5m and 50% above. The cash after the sale gets none, so it's taxed at 40% above your tax-free amount. We show both.
Worked example
On a share sale you'd walk away with about £2,295,144 after tax and fees, from your £3,000,000 share of the offer.
2026/27 rates, sold this tax year · fees 2% · 70% on completion · no earn-out · asset gain as entered · married: inheritance tax on the second death · income £50,000
| The offer for all the shares | £3,000,000 |
|---|---|
| Your share (100%) | £3,000,000 |
| Share sale: fees (2%) | − £60,000 |
| Share sale: your gain, after your cost and fees | £2,939,900 |
| Share sale: Capital Gains Tax, with Business Asset Disposal Relief | − £644,856 |
| Share sale: you walk away with | £2,295,144 |
| Asset sale: the company's gain on its assets | £2,500,000 |
| Asset sale: Corporation Tax the company pays (all of it) | £625,000 |
| Asset sale: fees and winding-up costs (2%), all of it | £60,000 |
| Asset sale: paid out to you in the winding up (a capital distribution) | £2,315,000 |
| Asset sale: Capital Gains Tax on it, with Business Asset Disposal Relief | − £494,856 |
| Asset sale: you walk away with | £1,820,144 |
| Employee Ownership Trust: half your £2,939,900 gain is taxed | £1,469,950 |
| Employee Ownership Trust: Capital Gains Tax, no Business Asset Disposal Relief | − £352,052 |
| Employee Ownership Trust: you walk away with (after the same fees) | £2,587,948 |
| Paid on completion (70%), after fees | £2,040,000 |
| Paid later, over 3 years: taxed now, in full | £900,000 |
| If you died holding the shares: business relief, all up to £5,000,000 (both of yours), 50% above | − £3,000,000 |
| If you died holding the shares: extra inheritance tax | £0 |
| If you died holding the cash from the share sale: extra inheritance tax at 40% | £918,058 |
Worked out using HMRC's 2026/27 Capital Gains Tax rates, Corporation Tax for the financial year 2026, and the inheritance tax and business relief rules from 6 April 2026. Not legal or investment advice.
Questions people ask
Why is the asset route usually worse?
The money is taxed twice: Corporation Tax in the company on its gain, then Capital Gains Tax on you when the company is wound up and pays out. Buyers often prefer it because they don't take on the company's history.
Is a sale to an Employee Ownership Trust still tax-free?
Not any more. For sales from 26 November 2025, half the gain is taxed, and Business Asset Disposal Relief can't be used on it. It can still leave you more than a share sale, but the trust usually pays over several years. Exit Better, our employee ownership team, specialises in these sales.
I'm paid some of the price later. When is the tax due?
A fixed amount paid later is taxed as if you'd had it on completion, by 31 January after the tax year of the sale. If it's paid over more than 18 months, you can ask HMRC to let you pay the tax in instalments as the money arrives.
More free calculators
Talk to us about your tax.
A free call with the team. We’ll contact you within 24 hours.