Seller guide
Handing over your digital business: a guide for founders aged 50 and over
46% of European tech sales are triggered by a succession motive. This guide covers the three transmission scenarios, taxation by country of residence, and operational preparation.
In Europe, the ageing of the founding generation of digital companies from the 2000s–2010s is creating a structural wave of sales. The Dealsuite 2025 survey indicates that 46% of digital SME sales are triggered by a succession or management withdrawal motive, rising to 61% for founders over 55. Handing over a digital company is not the same as handing over a traditional SME, assets are intangible, teams often young, and value partly rests on technological continuity.
The 3 transmission scenarios
- Full sale to a third party (100% sale): most common scenario (72% of cases according to Dealsuite). The acquirer takes over the entire company or assets. The founder exits completely, sometimes with a 3–12 month transition period. Highest multiple as the acquirer gets full control.
- Partial sale (minority or majority stake): the founder sells 51–80% to a fund or strategic acquirer and retains a stake. Allows "taking a first chip off the table" while remaining associated with future growth. Initial multiple lower than full sale, but offset by residual stake valuation.
- Management Buy-Out (MBO): the management team buys the asset from the founder, often with bank or PE financing. Allows the founder to exit cleanly while maintaining operational continuity and culture. Price generally below market (–15 to –25%) but faster and more confidential process.
Exit taxation by country
Warning: this article is for informational purposes only. Consult a specialist tax advisor before any decision. The figures below correspond to regimes in force in 2026 and are subject to change.
- France: capital gain on securities subject to PFU (Flat Tax) at 30% (12.8% income tax + 17.2% social charges). Allowances possible under conditions (holding > 2 years for SME securities). "Madelin" scheme and contribution-sale (article 150-0 B ter CGI) allow tax deferral under reinvestment conditions.
- Switzerland: no capital gains tax on disposals for individuals (federal regime). Only wealth tax (cantonal, 0.1–0.3% of assets) applies to shareholdings. Switzerland is one of Europe's most favourable jurisdictions for tech exits, reason for the high concentration of Swiss holding companies for tech founders.
- Luxembourg: participation exemption regime (95% exemption on capital gains from qualifying participations). Widely used for Franco-Luxembourg tech holding structures. Effective tax rate < 2% in optimised structures.
Preparing the operational transition
The value of a digital asset does not only lie in its code or contracts, it lies in the ability to operate without the founder. Acquirers systematically evaluate "founder-dependency": if the founder manages key accounts, makes all product decisions, and is the sole technical point of contact, the discount is 20–40% on the price. The ideal handover plan starts 18–24 months before the sale: progressive delegation, process documentation, #2 empowerment.
Checklist 12 months before the sale
- M-12: Complete IP audit (contractor contracts, trademark, open source licences). Correct identified gaps.
- M-10: Clear separation of recurring ARR vs one-off revenues in accounting. Implementation of metrics reporting tools (Baremetrics, ChartMogul or equivalent).
- M-8: Data room setup (3-year financials, client contracts, technical documentation, org chart).
- M-6: Submission to the Aegryn certification protocol or equivalent. Receipt of report + remediation plan if necessary.
- M-4: Writing of confidential teaser + information memorandum. Selection of broker or advisor.
- M-2: Pre-selection of qualified acquirers, NDA signing, preparation of first presentations.
- M-0: Official launch of the sale process.
46%
Sales triggered by succession (Dealsuite 2025)
18–24
Recommended preparation months before sale
–30%
Average discount for high founder-dependency
0%
Capital gains tax on disposal in Switzerland (individuals)
This article was written with the assistance of artificial intelligence and reviewed under Aegryn editorial responsibility. In accordance with Article 50 of the EU AI Act, we assume editorial responsibility for this content.
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