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Sale of a Business in Ukraine: How to Prepare a Company for Sale and Find an Investor

Sale of a Business in Ukraine: How to Prepare a Company for Sale and Find an Investor

How to successfully sell a company in Ukraine: business valuation, document preparation, investor search, common mistakes, and tax aspects. A practical guide for owners planning to sell a business.

Selling a business in Ukraine is a strategic process that requires thorough preparation, legal clarity, and an effective presentation to investors. This article explains how a company sale works in practice, the mistakes owners often make, and how to structure a deal to secure the maximum business value.

When to Consider Selling a Company

A decision to sell a business is not made only in times of crisis. Modern Ukrainian entrepreneurs increasingly view a company sale as a logical stage of development. The main reasons may include:

  • a desire to lock in profits and reinvest in another direction;

  • attracting a strategic partner or fund;

  • optimizing an asset portfolio within a holding structure;

  • declining operational efficiency or the need for modernization;

  • succession planning or transfer of management.

Company sales are a natural part of a dynamic business environment. In Ukraine, a growing number of transactions involve private owners, investment funds, foreign strategic players, and financial investors.

Preparing a Business for Sale

To ensure a fast sale at the best possible price, it is essential to prepare the business in advance. Below are three fundamental steps without which negotiations should not begin.

1. Conduct a Professional Business Valuation

A financial valuation determines the company’s real market value. Three main approaches are used:

  • the income approach (analysis of profits and cash flows);

  • the market approach (analysis of comparable company sale transactions);

  • the asset-based approach (valuation of assets, real estate, equipment, etc.).

In practice, these methods are usually combined to achieve an objective result.

2. Perform an Audit and Structuring

Before launching the sale process, legal, financial, and tax risks should be eliminated. Investors typically review:

  • ownership rights to assets;

  • contracts with customers and suppliers;

  • the corporate ownership structure;

  • the status of tax liabilities.

Most investors insist on due diligence—this is a standard procedure in business sales in Ukraine.

3. Prepare an Investment Proposal

An investment teaser or memorandum is the key document that presents the company to investors. It typically includes:

  • a brief business history;

  • a description of assets and the management team;

  • financial indicators;

  • a development outlook;

  • the terms of the business sale.

A well-prepared proposal builds investor confidence and helps generate meeting requests faster.

How to Find a Buyer When Selling a Business

Company sales in Ukraine are carried out through several channels:

  • professional M&A consultants, who bring experience, investor databases, and confidentiality;

  • investment marketplaces (such as InVenture), which effectively attract a broad pool of investors;

  • direct negotiations with competitors or industry partners;

  • industry associations and exhibitions, where strategic investors can be found.

Confidentiality is critical: information about a business sale is disclosed only after an NDA is signed.

Common Mistakes Owners Make When Selling a Company

Selling a business without proper preparation often leads to a loss of value. The most common mistakes include:

  • overpricing without market justification;

  • lack of financial statements prepared in an internationally recognized format;

  • unresolved legal issues;

  • outdated or incomplete documentation;

  • attempting to complete the transaction independently without professional advisors.

As a result, owners may lose up to 20–30% of the potential business value.

How the Business Sale Process Works

  1. Document preparation, valuation, and audit.

  2. Creation of an investment proposal.

  3. Marketing and buyer search.

  4. Negotiations and signing of a Letter of Intent (LOI).

  5. Due diligence and legal structuring of the transaction.

  6. Signing the share purchase agreement (SPA).

  7. Deal closing and transfer of management.

In Ukraine, selling a business typically takes from 3 to 12 months, depending on the complexity of the asset.

Tax Aspects of Selling a Company

  • For legal entities, the sale of corporate rights is subject to corporate income tax (18%).

  • For individuals, income tax (5%) and a military levy (1.5%) apply.

  • In transactions involving non-residents, double taxation treaties may be applied.

Trends in the Ukrainian Business Sale Market

In 2025, M&A activity continues to grow. The most dynamic sectors include:

  • agribusiness — acquisition of operating farms and grain elevators;

  • industry — sales of plants and manufacturing facilities;

  • energy — renewable energy assets;

  • IT and technology — mergers of product companies;

  • real estate — income-generating properties with tenants.

Demand for Ukrainian companies is increasing among strategic investors from the EU, the United States, and the Gulf countries.

Conclusions

Selling a business is not just a transaction—it is a strategic decision. For the owner, it is an opportunity to secure results and start a new chapter; for the investor, it is a chance to acquire a ready-made business with a team, technologies, and a strong market position.

To ensure a successful sale, owners should prepare the business in advance, engage professional advisors, and present the asset properly to potential buyers.

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