Two different jobs
An M&A or exit adviser runs a sale: preparing the business for market, finding and qualifying buyers, running competitive tension, negotiating structure and price, and managing the deal to completion. An independent valuer establishes what the business is worth: a documented market value with methodology, evidence and reasoning, signed and defensible. The confusion arises because both will happily talk to you about 'what your business is worth' — but one is giving you a marketing opinion designed to win a mandate, and the other is giving you evidence. Both are legitimate. They are just not interchangeable, and the difference is in how each is paid.
Follow the fee
Most sell-side advisers earn a success fee — a percentage of the completed sale price, sometimes with a retainer. That aligns them with getting a deal done, which is exactly what you want from the person running your sale. It also means their pre-mandate appraisal of your value is not independent: a generous number wins mandates, and an adviser's estimate is not designed to survive the ATO, a court or a counterparty's due diligence — most adviser appraisals say so themselves, in the disclaimer. An independent valuer charges a fixed fee that does not move with the number. Oliver Group's fees are published — from $1,495 + GST — fixed in writing before the engagement, and never contingent on the concluded value or on any transaction happening at all. That is what makes the number usable as evidence: no one reading it can ask what the valuer stood to gain from it being higher.
When you need the independent valuer
- ·Before appointing an M&A adviser — a fixed-fee valuation tells you the supportable range first, so you can judge every adviser's pitch number against evidence instead of optimism
- ·Tax events around the sale — CGT, the small business CGT concessions and the $6m net asset value test, restructures done to ready the business for sale: all need independent evidence, not a marketing appraisal
- ·Deals with no adviser at all — selling to a family member, your management team, a business partner or a known buyer, where there is no auction to discover the price and both sides need a number they can trust
- ·Disputes and settlements — shareholder exits, family law, buy-sell triggers, where independence is the entire point
- ·Reality-testing an offer — an unsolicited approach looks generous right up until you know your supportable range
When you need the M&A adviser
- ·You have decided to sell on the open market and want competitive tension — finding buyers and running a process is their job, not a valuer's
- ·The realistic buyer pool is strategic or private-equity, where deal structuring, negotiation and process management genuinely move the price
- ·You want someone accountable for the transaction itself — timeline, data room, negotiation, completion
- ·Note the licensing dimension in Australia: selling a business as a going concern can involve state business-broking licences, and selling shares in a company involves dealing in financial products — ask any adviser what authorisation they operate under. Oliver Group does not sell businesses and holds no mandate to; we are the valuation evidence, not the sale process
The right order, and the trap in reversing it
The sequence that protects you: independent valuation first, adviser selection second, sale process third. Knowing your supportable range first costs a fixed, known amount and changes every later conversation — you can spot the adviser whose pitch number is a mandate-winning fantasy, you can set a realistic reserve, and your accountant can plan the tax events on evidence rather than hope. Reversed, the sequence fails quietly: owners anchor on the highest pre-mandate appraisal they heard, the market disagrees months later, and the price is renegotiated downward mid-process when leverage is weakest — after the data room is open and the fatigue is real. The valuation is also the cheapest insurance in the sequence: at $1,495 to $12,995 + GST fixed, it is a rounding error against a success fee, and unlike the appraisal that came free with the pitch, it is evidence you can reuse — for the ATO, the concessions, the restructure and the negotiation.
Using both well
This is not adviser-versus-valuer as enemies — on a well-run exit the two are complementary, and good advisers welcome an independently established range because it makes the vendor's expectations negotiable-with rather than imaginary. Oliver Group frequently values businesses that go on to be sold through an adviser: the owner arrives at the mandate conversation knowing the supportable range, the tax events are evidenced before the deal creates them, and the valuation file is ready for the buyer's due diligence questions about how the price was formed. We stay in our lane — fixed-fee, independent, signed valuation evidence, with no success fee and no sale mandate — which is precisely what makes the number worth having in the room.