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ENTERING GLOBAL MARKETS

Buying a Small Business in a Foreign Country

Your hired experts and own personal research are essential tools for success when purchasing a small business in another country.

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Buying a small business is all about finding the perfect fit for your future. Whether you are looking to get your start as an entrepreneur or trying to expand on an already successful business, the key to closing a deal is finding common ground with the seller on a variety of important issues like price, terms, and closing details.

Thanks to the Internet however, your perfect small business purchase may not be as geographically close as you imagine. Business owners with a smart exit strategy are using online business-for-sale marketplaces to advertise their business sale, meaning you might find that your favorite target isn't located in the same city, state or even country.

Of course, should your new business be located outside the United States, it brings up a plethora of challenging questions. For some who may be returning or retiring to their homeland, they will likely already be familiar with the business practices there. But many others may not be aware of the general business landscape or customs of other countries, let alone the many small details that go into the business transition process. A language gap might be the least of your problems as you try to navigate foreign business regulations, taxes and culture in general.

That's why by far the most important tip in buying a small business in another country is to get help from the experts. Because there are so many items to take care of during a business transition, we recommend even the most experienced business buyers hire professionals to lighten the load of the transaction process. Local business brokers, accountants, lawyers and appraisers can all help make sure you are getting the best deal possible.

When buying a small business within the United States, we suggest finding experts who have experience in the specific location and industry in which you are purchasing the business. Buying outside the U.S. adds a new wrinkle however. Because these types of sales are less common, finding a broker, accountant or lawyer with experience handling dual-country transactions might be more difficult. It might actually be best to hire experts in the country in which the business is located. This way he or she will be familiar with the area's business values, taxes, etc. and can translate both cultural and legal expectations.

Once you have some help in place, the next essential step to navigating a deal across borders is simply research. This will no doubt be a team effort, but as the person who stands to gain or lose the most, you will surely want to know as much about the business and its surroundings as you can. Here are some specific issues you should be looking into as you begin the buying process:

International Regulations, Customs, and Tax Issues

It's hard enough for most business owners to keep up with the business regulations and tax issues in their own country, let alone others. U.S. capital gains tax rates are likely to change at the end of 2012 and lessen the takeaway during a small business sale, yet you'll find many owners who are either not aware or poorly-educated on the law. Be sure you understand the country's regulations on expatriation of profits and taxes on foreign business owners as these issues will have a big impact on your ability to make money from your business. Read what you can find online and don't be afraid to call local chambers of commerce (or similar organizations), small business community leaders or any other organizations that might provide helpful context on their country's financial regulations during a transaction.

The Culture of Buying a Small Business

Make sure you ask specifically about important issues like valuations, negotiations and takeaways. What is regularly included in a small business sale in the U.S. (furniture, fixtures and equipment, and inventory, for example) may not be in another country. It's important to get concerns like this handled early instead of waiting until final negotiations. If you want to get the best end of a deal, you need to know the cultural landscape of the market before it becomes a point of conflict.

The Potential of the Business

It's important to remember that even though a particular industry or product may be booming in the United States, that does not necessarily translate to every other country. Do your own research to find out the economic status of the industry and whether or not similar businesses have thrived in the area. You should also make sure you understand regulatory policies in your industry, as those often differ by country and may change more often than they do in the U.S. It's likely the seller will speak highly of the business, but it's your job to confirm the information you gather.

Are You Moving, or Managing From Afar

If you are purchasing a business in another country, how you will manage it is a key issue you need to work out with the current owner. If you are already planning on moving to the new country, this decision is easy. However there are also many options for those who wish to remain in the U.S. You may decide that you can own it from afar and hire an on-site management staff. You may move for a short time to make sure everything is working right before reverting to long-distance. You may even keep the current owner in charge if he is willing to stay on as an employee. No matter how you decide to manage the business, make sure you have a plan before entering the negotiation phase of the sale. This will ensure that everyone is on the same page and will keep the transaction moving forward at a healthy pace.

IMAGE: ATTILA KISBENEDEK/Getty
Last updated: Oct 24, 2012

MIKE HANDELSMAN is group general manager for BizBuySell.com and BizQuest.com, the Internet's largest and most heavily trafficked business-for-sale marketplaces.
@BizBuySell




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