So when someone says “you do not pay anything”, the question is straightforward: who is paying them? If the buyer is paying them, then they are acting for the buyer. That does not make them dishonest or unprofessional. It simply means their incentive is to deliver the best deal for the acquirer, not the best outcome for you.

January is exactly when serious exits should begin. Not because of motivational quotes and fresh diaries. Because if you want a proper sale, at the right price, on the right terms, this is when the groundwork needs to start.

This article explains what deferred consideration actually is, why it exists, how it works alongside earn-outs, and the difference between a structured, well-negotiated deal and a poorly-prepared one that quietly costs the seller a fortune.

Like most things in life, there’s a positive and a negative. I am a fan of earn‑outs as a tool to enhance the sale value, not as a lever to grind the price down. But sellers need to be alive to some of the sharper practices buyers (and their solicitors) try to build into the share purchase agreement (SPA).