Guide
Confidentiality and NDAs
How to sell without the whole town knowing.
If word gets out too early, staff can leave, customers can get nervous and competitors can take advantage. Keeping a sale quiet is part of protecting its value.
General information only, not legal advice. Have your lawyer review any confidentiality agreement.
How information is released in stages
- Anonymous teaserA short summary with the industry, general area and rough size. No name or address.
- Non-disclosure agreement (NDA)An interested buyer signs before seeing anything that identifies the business.
- Information packageFinancial summary, operations, staff, lease and what’s included in the sale.
- Meetings and site visitUsually after hours or presented as something else, so staff aren’t surprised.
- Full due diligenceDetailed records, after a letter of intent is signed.
What a typical NDA covers
- What information is confidential and what it can be used for: only to evaluate the purchase.
- Who else can see it, such as the buyer’s lender, accountant and lawyer, and that they’re bound too.
- No contact with your staff, customers, suppliers or landlord without permission.
- Returning or destroying the information if the deal doesn’t go ahead.
- How long the obligations last.
If your records include personal information about staff or customers, remove what a buyer doesn’t need. Ask your lawyer how BC privacy law (PIPA) applies.
When to tell your staff
Many owners wait until the deal is close to final, then tell key people first. Some bring a trusted manager in earlier because the buyer will want to meet them. There isn’t one right answer; it depends on your team and the buyer. Plan it with your lawyer and with me before anything is said.
How I handle it
I don’t share your business name with anyone who hasn’t signed an NDA, and I check that a buyer is serious and able to buy before sending a package. Anything you send me through this site stays confidential. See the selling steps.