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Do you need a broker? A guide to M&A advisors for businesses under £5M

6 min read28 February 2025ExitDiligence™ Editorial

Brokers can add real value in a sale process — but not all brokers are equal, fees vary enormously, and in some situations they may not be the right choice. Here's how to decide.

One of the most important decisions in a sale process is whether to use a broker or advisor, and if so, which one. In the small business market, quality varies enormously — and so do fees.

When a broker adds real value: A good M&A advisor will run a competitive process, approach multiple buyers, manage the information flow, and importantly, act as a buffer between you and buyers during negotiation. They know what buyers pay for businesses like yours, which buyers are actively acquiring in your sector, and how to structure a deal to protect your interests.

When you might not need one: Some businesses have a natural buyer — a competitor, a supplier, a customer — where a direct approach makes sense. If you have existing relationships with likely buyers and understand the process well enough to manage it, a direct sale can save the advisory fee.

What does a broker cost? Typical structures in the small business market:

Success fee only: Usually 5–10% of deal value. No upfront cost, but the advisor's incentive is to close a deal — any deal — rather than necessarily the best deal.

Retainer plus success fee: A monthly retainer of £1,000–£5,000 plus a reduced success fee (3–6%). Better aligned incentives, as the advisor is committed whether or not a deal happens.

Flat fee: Less common, sometimes offered for simpler transactions.

What to look for in an advisor: Sector experience matters enormously. An advisor who has sold five businesses like yours in the last three years is far more valuable than a generalist who'll approach it cold. Ask for deal references. Ask who will actually work on your transaction (not just who pitches for it).

The honest answer: for a business with £200K+ EBITDA and a clean DD profile, a good advisor will almost certainly generate more value than they cost. The key is getting to a position where your business is worth advising — which is exactly what ExitDiligence™ is designed to help with.

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