Lucido Global Business Brokers

Lucido Global Business Brokers

Adding Value, Creating Wealth

  • Home
  • About Us
    • About Us
    • Suite of Services
    • Our Team
  • Buying a Business
    • Buying a Business
    • Buying a Business Tutorial
  • Selling a Business
    • Selling a Business
    • Selling a Business Tutorial
  • Visas & Immigration
  • Businesses For Sale
    • Featured Businesses
    • Florida Businesses
  • Blog
  • Contact Us

Personal Goodwill: Who Owns It?

By Rod Burns May 2

Personal Goodwill has always been a fascinating subject, impacting the sale of many small to medium-sized businesses – and possibly even larger companies. How is personal goodwill developed? An individual starts a business and, during the process, builds one or more of the following:

• A positive personal reputation
• A personal relationship with many of the largest customers and/or suppliers
• Company products, publications, etc., as the sole author, designer, or inventor

The creation of personal goodwill occurs far beyond just customers and suppliers. Over the years, personal goodwill has been established through relationships with tax advisors, doctors, dentists, attorneys, and other personal service providers. While these relationships are wonderful benefits, they are, unfortunately, non-transferable. There is an old saying: In businesses built around personal goodwill, the goodwill goes home at night.

It can be difficult to sell a business, regardless of size, where personal goodwill plays an integral role in the business’ success. The larger the business, the less likely that one person holds the key to its profitability. In small to medium-sized businesses, personal goodwill can be a crucial ingredient. A buyer certainly has to consider it when considering whether to buy such a business.

In the case of the sale of a medical, accounting, or legal practice, existing clients/patients may visit a new owner of the same practice; they are used to coming to that location, they have an immediate problem, or they have some other practical reason for staying with the same practice. However, if existing clients or patients don’t like the new owner, or they don’t feel that their needs were handled the way the old owner cared for them, they may look for a new provider. The new owner might be as competent as, or more competent than, his predecessor, but chemistry, or the lack of it, can supersede competency in the eyes of a customer.

Businesses centered on the goodwill of the owner can certainly be sold, but usually the buyer will want some protection in case business is lost with the departure of the seller. One simple method requires the seller to stay for a sufficient period after the sale to allow him or her to work with the new owner and slowly transfer the goodwill. No doubt, some goodwill will be lost, but that expectation should be built into the price.

Another approach uses some form of “earnout.” At the end of the year, the lost business that can be attributed to the goodwill of the seller is tallied. A percentage is then subtracted from monies owed to the seller, or funds from the down payment are placed in escrow, and adjustments are made from that source.

In some cases, the sale of goodwill may offer some favorable tax benefits for the seller. If the seller of the business is also the owner of the personal goodwill, the sale can essentially be two taxable events. The tax courts have ruled that the business doesn’t own the goodwill, the owner of the business does. The seller thus sells the business and then also sells his or her personal goodwill. The seller’s tax professional will be able to give further advice on this matter.

WavebreakMediaLtd./BigStock.com

Copyright:Business Brokerage Press, Inc.

Categories: Buyer Articles

Prev
Next

Featured Businesses

Subscribe to our Newsletter

No worries, your information is safe with us. We hate spam too!

From Our Blog

Cultivating Your Brand Strategy

May 27, 2023

Your brand is a customer’s perception about your business. It determines how they feel about the … Read More »

An Overview of Term Sheets

May 19, 2023

If you’re planning on a business agreement to buy or sell a business, you’ll want to know about term … Read More »

Is Your Deal Really Going to be Successful?

April 29, 2023

If you’re selling your business and things are looking positive with your buyer, you might be … Read More »

When Should Sellers Proceed with Caution?

April 22, 2023

Selling your business is typically quite an involved process that takes a series of months. Sellers … Read More »

How Improved Negotiation Tactics Can Benefit Your Deals

April 15, 2023

There is no underestimating the importance of negotiation when you are buying or selling a business. … Read More »

How Leases Factor into Business Sales

April 1, 2023

If you’re planning to buy or sell a business that involves a lease, this can lead to an extra level … Read More »

Global Business Brokers

Contact Us

Lucido Global Business Brokers
Keller Williams Coral Gables
550 Biltmore Way PH II A-B
Coral Gables, FL 33134
Office (305) 662-7325
Direct (954) 913-5464
rod@globalbusinessbrokers.net

Adding Value, Creating Wealth

  • Cultivating Your Brand Strategy
  • An Overview of Term Sheets
  • Is Your Deal Really Going to be Successful?
  • When Should Sellers Proceed with Caution?
  • How Improved Negotiation Tactics Can Benefit Your Deals

Join Our Team

Copyright © 2023 Lucido Global Business Brokers
MENU
  • Home
  • About Us
    • About Us
    • Suite of Services
    • Our Team
  • Buying a Business
    • Buying a Business
    • Buying a Business Tutorial
  • Selling a Business
    • Selling a Business
    • Selling a Business Tutorial
  • Visas & Immigration
  • Businesses For Sale
    • Featured Businesses
    • Florida Businesses
  • Blog
  • Contact Us