Symmetry’s 2025 Budget Breakdown

What does the November 2025 Budget mean for business owners considering a sale?

Well, another year another budget for business owners to factor in yet more changes to the tax environment. The only thing we seem to be able to count on, whatever the political stripe in power, is higher rates and more complexity.

So let’s do what seems counterintuitive to the Treasury & Chancellor and simplify the issues facing private owners of SMEs and mid-market businesses.

Please note: Symmetry Corporate Finance are not tax advisors and the following does not constitute tax advice. You should always seek independent tax advice.

Capital Gains Tax on Business Sales

Unchanged, with Business Asset Disposal Relief increasing the current rate payable of 14% on the first £1 million of gains on the sale of qualifying shares, to 18% on disposals from 6^th April 2026. The rate of 24% applies to gains over the £1 million.

If you are currently in negotiations with an acquirer, then stipulate that a term of the deal must be that the transaction completes by the end of March 2026. Preferably much sooner, as you will almost certainly need some contingency time. Your M&A / Corporate Finance advisor should be working with all the principles, lawyers and other advisors in the process to set out a clear timetable to completion, which plans for everything from regulatory approvals to the scope of due diligence to equity bridging. If they cannot give you confidence they are on top of all this then get a new advisor on board immediately who can cover these essential elements of the transaction.

If you do not currently have a proceedable offer on the table then your odds of procuring one in time to transact by April are very slim.

Capital Gains Tax on Business Sales to an Employee Ownership Trust

The most disappointing development in the budget is the restriction of relief on the disposal of shares made to trustees of an Employee Ownership Trust, reducing from 100% relief to 50% relief with effect from 26^th November 2025.

So the rates (and principles) set out above then apply to 50% of the value of the capital gain from the sale.

On the one hand, these rates are still preferable to selling to a third party trade or investment acquirer.  On the other, one of the reasons the effective 0% CGT rate worked was that there was often (usually) little cash consideration paid up front by the EOT.

So that’s the biggest challenge now.  If payment of the value of the business will take place over, say, a five year period, then how will the CGT bill be paid years before the seller is paid in full?

Bank finance is sometimes available but the costs and terms of this option will reduce longer term returns and increase risks. Institutional bank finance will be less flexible with repayment terms than vendors are able to be. There may also be some surplus cash available on completion which can be used to finance the upfront consideration and cover the CGT bill due.

It is critical that your Corporate Finance Advisor, Lawyer and Tax Advisor work together to find the optimum way forward with a deal structure and tax payment plan, right from the outset of the process.

A well run EOT sale process can and should be swifter than a sale to a trade or private equity acquirer, so you may have enough time to initiate negotiations and get a deal complete by the end of March 2026 if you haven’t already.  But it is still very tight, so get an advisor to commence the necessary valuation, cash flow modelling & drafting terms immediately.

The General Tax Environment: Impact on Business Sales

Without attempting to restate every new announcement, it’s fair to say that significant increases in taxation are likely to reduce consumer & investor confidence and make for tougher trading, net earnings and company valuations.

So what’s new? The entrepreneurs and business owners we have the privilege of working with are the smartest, most proactive, resilient & innovative people in the economy. And your M&A Advisor’s job remains the same: generate maximum strategic value for your business with the most sophisticated offer procurement & negotiation possible.