The 5 Most Common Mistakes Made by SME Sellers in French-speaking Switzerland

Selling your company is one of the most important decisions of a professional life. Yet many SME owners in French-speaking Switzerland approach the process with preconceived ideas, insufficient preparation or an overly tight timetable. The result: sales that fall through, drag on indefinitely or end in uncomfortable situations for everyone involved. In this article, we review the five most common mistakes made by sellers, and above all how to anticipate them so you can approach your business transfer in the best possible conditions.

Mistake no. 1: Waiting too long to prepare the transfer

This is probably the most widespread mistake. Many business owners put off thinking about their succession, often because the subject is emotionally charged or because they believe they still have plenty of time. But a business transfer cannot be improvised, and waiting until you are personally ready does not mean the company itself is ready to be sold.

To understand how long a sale really takes in French-speaking Switzerland, allow on average between twelve and twenty-four months between the first serious steps and final signing. To this must be added an upstream preparation phase that can itself last two to three years.

How to avoid it

• Start thinking about your transfer at least two to three years before your intended sale date.
• Identify the critical dependencies on you personally and work to reduce them gradually.
• Put a management succession in place: who can ensure operational continuity if you are no longer there overnight?
• Also anticipate the personal tax and wealth aspects of the sale, which likewise deserve long-term planning.

A company that is well prepared for transfer is a company that can run without its founder. That is precisely what serious buyers are looking for.

Mistake no. 2: Misjudging the value of your company

Many sellers arrive with an idea of value based on their revenue, on what a neighbour supposedly got for their company, or on multiples read in a press article about transactions involving large listed companies. These reference points are rarely relevant for an SME.

The reality of the SME transfer market in French-speaking Switzerland is more nuanced. The value of an SME rests above all on its genuine earning capacity, measured by normalised EBITDA — that is, earnings before interest, tax, depreciation, amortisation and exceptional items, adjusted for non-recurring or atypical expenses. Valuation multiples are applied to this indicator.

Discount factors not to be overlooked

For an SME, several factors systematically reduce the applicable multiple:

• The company's small size, which means lower resilience and lower liquidity.
• Dependence on the owner-manager: if the order book rests solely on your personal relationships, the risk perceived by the acquirer is high.
• Customer concentration: a single customer accounting for 40% of revenue represents a major risk.
• The absence of formal contracts with key customers or suppliers.
• Irregular or declining results over recent years.

Having a realistic estimate of your company's value will spare you months of fruitless negotiations and needless frustration. Our valuation simulator gives you an initial indication based on real data from the French-speaking Swiss market.

Mistake no. 3: Neglecting documentation and the accounting and legal clean-up

A serious buyer will carry out due diligence, i.e. an in-depth audit of your company before committing. If your accounts are disorganised, if your contracts are out of date or missing, or if your private and business assets are mixed together, this raises red flags that can derail a transaction that was otherwise well under way.

What to put in order before you start

• Annual accounts: the last three financial years must be clear, consistent and ideally audited or reviewed.
• Contracts: commercial leases, employment contracts, customer and supplier agreements must be up to date and readily available.
• Separation of assets: a company car used privately, personal expenses booked as business costs — all of this must be normalised and explained.
• Intellectual property: trademarks, software, patents — are they properly registered in the company's name rather than your own?
• Social security and tax position: no arrears, no undisclosed ongoing disputes.

To understand what a buyer is really looking for in an SME, transparency and documentary rigour consistently come top of the list. A well-documented company inspires confidence and speeds up the process.

Mistake no. 4: Underestimating the importance of confidentiality

A sale that leaks too early can have serious and rapid consequences. Your employees worry about their future and start looking elsewhere. Your customers doubt the continuity of service. Your suppliers tighten their terms. And your competitors take advantage of your period of vulnerability.

Discretion is not optional: it is an absolute necessity in any sale process, right from the first exploratory discussions.

Confidentiality best practices

• Discuss your sale plans only with a very small circle of trusted people.
• Always require a signed non-disclosure agreement (NDA) before sharing any sensitive information with a potential buyer.
• Avoid public listings on general-purpose platforms without first anonymising the company.
• Carefully plan when and how you will inform your staff — ideally after signing, with a positive and reassuring message.

Working with a direct, identified buyer, rather than through a process open to multiple unknown parties, considerably reduces the risk of leaks.

Mistake no. 5: Leaving the company too dependent on its owner-manager

This is often the natural consequence of several decades of strong leadership. You are the engine of the company, its commercial face, the final decision-maker on every important matter. That is understandable — but it is also one of the main obstacles to a successful sale.

An acquirer who senses that the company's value rests essentially on your presence knows that part of that value will disappear the day you leave. They will factor this into their offer, or simply walk away.

How to reduce this dependence before the sale

• Train a second-in-command: identify an employee capable of running day-to-day operations and gradually give them more autonomy and responsibility.
• Document your processes: tacit know-how, internal procedures and working habits must be formalised and accessible.
• Secure key customer relationships: gradually introduce other members of your team to your major customers, so that the relationship is no longer exclusively personal.
• Reduce your role in day-to-day decisions by delegating more, which will demonstrate the strength of your organisation.

This transformation takes time — one more reason to start early. It will also make life easier for you during the post-sale transition period, when you support the buyer in taking over the company.

Conclusion: a successful transfer is prepared well in advance

These five mistakes have one thing in common: they are all avoidable with foresight, rigour and a realistic view of what selling an SME involves. It is not a one-off event, but a process built over several years.

If you run an SME in French-speaking Switzerland and are considering a transfer in the coming years, two concrete first steps are open to you: use our valuation simulator to get an initial indication of your company's value, or get in touch to discuss your situation and your plans in complete confidence.

There are no right or wrong questions at this stage — only the benefit of starting to think about it in good time.

This article is for information purposes only and does not constitute personalised legal, tax or financial advice. As every situation is unique, we recommend that you consult qualified professionals before taking any decision relating to the transfer of your company.