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Business Broker Fees Explained: What It Costs to Sell a Business in Texas

Quick answer: Most business brokers are paid a success fee at closing, which is a percentage of the sale price. For businesses selling under about $1 million, that's commonly 10% to 15%, with a minimum fee. Above that, it's usually a sliding scale similar to the Lehman formula, where the percentage drops as the price rises. Every engagement is different, so the best way to get specifics is to schedule a confidential conversation. Some brokers also charge an upfront fee for a valuation or marketing. A good broker usually earns the fee by getting a higher price, keeping the sale confidential and getting more deals to the closing table.

Common fee structures

Structure How it works Typical use
Flat success fee Under about $1M: commonly 10–15% of the price, paid at closing, with a minimum fee; larger deals usually follow a Lehman-style scale Main Street businesses
Minimum fee A set dollar amount, or the percentage, whichever is greater Smaller deals
Sliding scale (Lehman / Double Lehman) The percentage drops at higher price levels Lower middle market
Retainer or engagement fee Paid upfront, sometimes credited toward the success fee Larger or more complex deals
Valuation fee A separate charge for a formal valuation Varies

What the fee usually covers

Other selling costs to plan for

Is a broker worth it?

Selling a business yourself can save the fee, but it often costs more in other ways:

Questions to ask any broker about fees

  1. Is there an upfront fee, and is it credited at closing?
  2. What's the success fee and the minimum?
  3. How long is the listing agreement, and what happens when it ends?
  4. Does the fee cover real estate if property is part of the sale?
  5. Is there a "tail" period for buyers introduced during the agreement?

Josh's take: I'd rather talk about fees in the first meeting than have them be the elephant in the conference room. A good broker earns the fee in three places: price, terms, and the deals that would have died without someone running interference. The cheapest broker is the one whose deal actually closes, so ask any broker how many of their listings close, and what happened to the ones that didn't.

Frequently asked questions

Who pays the broker fee?

Usually the seller, out of the sale proceeds at closing.

Do I pay if the business doesn't sell?

With a success-fee model, generally no, apart from any upfront or valuation fees agreed in writing.

Are broker fees negotiable?

Sometimes, depending on the deal's size and complexity. But the cheapest broker isn't always the one who gets you the most money.

Is the broker fee tax-deductible?

Selling costs usually reduce your taxable gain. Confirm this with your CPA.

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