Here's a slightly awkward piece to write. We're an M&A advisory. The subject of this article is what to do when your M&A advisor isn't working out. There's an obvious commercial incentive for us to write it — some readers who fire their current broker will consider hiring us next.
We want to name that upfront, because it changes how you should read what follows. Everything below is true and useful regardless of who you hire afterwards. But you should hold it against the fact that we have a horse in the race.
With that said. Almost every month, a founder gets in touch who is already engaged with a broker or advisor. Sometimes the relationship is working, and we tell them to stay put. Sometimes it isn't. And in that second category, a specific pattern shows up repeatedly — the founder knows the relationship isn't working, has known for weeks or months, and has stayed anyway. When we ask why, the reasons are almost always the same. It felt rude to leave. The retainer was already paid. The contract looked scary. There was no clear alternative. It felt embarrassing to admit the hire was wrong.
None of these reasons hold up under scrutiny. But they don't need to hold up — they just need to feel weighty enough in the moment to keep the founder from making the call. And every month of hesitation is a month the business isn't being properly represented.
An ex-broker on r/smallbusiness wrote a line about this that captures the pattern:
Half the sellers I inherit were with someone else for six to twelve months first. They knew. They just didn't leave.
— r/smallbusiness
The purpose of this piece is to help you know earlier, and leave more cleanly, if that's what the situation calls for.
The warning signs
There's a specific set of behaviours that separates a real process advisor from someone who's collecting a retainer and hoping. If you've been engaged with your current broker for more than about eight weeks, most of these should have shown up. If they haven't, that itself is the signal.
No named buyer list. By week six of a serious engagement, your advisor should be able to show you a specific list of named companies, funds, or individuals they're planning to approach on your behalf — not “the market” or “our network,” but names. If they can't produce this list, they don't have one, which usually means they're planning to list the business publicly and wait.
A generic information memorandum, or none at all. The IM is the document buyers read first. A serious advisor produces one that's specific to your business — thirty to fifty pages, defensible, addressing the obvious concerns before a buyer raises them. If eight weeks in you've been sent a two-page teaser or a template with your logo dropped in, or if there's no IM yet at all, that's a signal.
Slow or vague responses to your questions. You should be able to ask your advisor “how many buyers have you contacted, and what did they say?” and get a specific answer within a day. If the answer is consistently vague — “we're in conversations with several parties” — or slow to arrive, the answer is usually that there isn't much specific activity to report.
Buyers arriving without context. If unqualified buyers are being sent to you with little screening — individuals who can't demonstrate financing, competitors gathering intelligence, tyre-kickers — your advisor is passing inbound traffic through instead of running a filtered process.
No indicative-bid stage. By about week ten to twelve of a real process, your advisor should be talking about calling for indicative bids from a shortlist of qualified buyers. If the concept doesn't come up, or if they seem unfamiliar with it, they're not running that kind of process.
The retainer questions get evasive. A serious advisor charges a retainer as a commitment device, and can tell you specifically what work has been done against it. If your questions about what the retainer has bought get vague answers, or the answer is “it's for the eventual success fee to be reduced,” you're paying for shelf space.
Your gut has been telling you for a while. This one is soft, but it matters. Founders who are being properly represented usually feel that way. Founders who aren't usually have a low-grade unease about their advisor that they've been rationalising for weeks. If you've been making excuses for your broker in conversations with your partner or your friends, notice that.
None of these signs on their own is definitive. Two or three together, at week eight to twelve of the engagement, usually is.
Why founders stay when they shouldn't
Before the mechanics of leaving, it's worth naming the specific reasons founders don't. Because most of them dissolve on inspection.
“I already paid the retainer.” Sunk cost. The retainer is spent whether you stay or leave. The relevant question isn't whether that money is recoverable — it usually isn't — but whether the next six months of your business's life will be better spent with this advisor or with someone else. Staying with the wrong advisor to justify the retainer costs you a multiple of the retainer in eventual sale price.
“The contract is a year long, I'm locked in.” Sometimes true, more often not. Almost all engagement letters have termination clauses, notice periods, or exit conditions. Some are onerous, some are trivial. You won't know which until you re-read the contract, which most founders in this position haven't done since they signed it. That should be step one.
“I don't want to be rude.” The advisor was hired to do a job. If they're not doing it, ending the engagement isn't rude — it's the appropriate business response to non-performance. Advisors who take it personally when they're fired for non-performance are advisors you were right to fire.
“I don't have anyone else lined up.” You don't need to. Leaving a bad advisor and interviewing replacements are two separate decisions. In fact, staying with a bad advisor while quietly interviewing replacements is worse than leaving, because it splits your attention and your loyalty. Better to leave, take a two-week pause, and choose a replacement (or decide not to sell right now) with a clear head.
“It'll be embarrassing to admit I hired the wrong person.” It won't. Everyone who has hired advisors has hired the wrong one at some point. What's genuinely embarrassing is spending a year with a bad advisor because you didn't want to admit it in month three.
“What if the next one is worse?” Possible, but you now know what to look for. The questions from the previous piece in this series — how many buyers specifically, what does the indicative-bid stage look like, can I see a redacted IM, what percentage do you decline — will filter out the worst of the market quickly. You're much better positioned to hire well the second time.
What your contract actually lets you do
Before you make any decision, re-read the engagement letter. Founders are consistently surprised by what's in it, and equally by what isn't. Look specifically for:
Termination clauses. Most engagement letters allow either party to terminate with notice — often thirty days, sometimes ninety. Some are terminable for cause (non-performance) with shorter notice. Some are terminable at will.
Notice periods. If you have to give notice, you have to give notice. But you can start the notice period the day you decide, which shortens the total exposure.
Tail provisions. This is the one that catches founders out. Most engagement letters include a “tail” — a period after termination during which, if you sell the business to any buyer the advisor introduced you to, they still get their success fee. Tails are typically twelve to twenty-four months. This is a legitimate protection for the advisor, but it means you can't fire your advisor and immediately close with a buyer they showed you without paying them.
The practical implication: if you're going to leave, and you haven't received any buyer introductions yet, the tail is essentially irrelevant. If you have received introductions and one of them is serious, the calculation is different — you may need to negotiate a partial fee or wait out the tail.
Retainer treatment. Some retainers credit against the success fee if the deal closes; some are non-refundable regardless. Check which yours is. It rarely changes the decision to leave, but it affects the numbers.
Exclusivity. Most engagements are exclusive — you can only work with this one advisor while under contract. Which means until you formally terminate, you can't sign an engagement letter with a new one. The termination has to come first.
If any of this is unclear when you read the contract, spend an hour with a lawyer. It's cheap insurance against getting the mechanics wrong.
How to have the conversation
Assume you've decided to leave. The conversation itself is easier than founders expect.
Do it in person or on video, not by email. Email feels safer, but it produces defensive replies and drawn-out back-and-forth. A fifteen-minute video call is faster and less painful for both sides.
Be direct and short. “I've decided to end the engagement. I'll follow up with formal written notice today.” That's the whole message. Don't over-explain. Don't apologise. Don't offer to stay in touch. You don't owe them your reasoning, and giving detailed reasons usually invites debate rather than resolution.
Follow up in writing the same day. A brief email confirming the termination, referencing the relevant clause in the engagement letter, and stating the effective date. Keep it professional, keep it short, keep a copy.
Don't negotiate on the way out. If the advisor tries to keep you — with a reduced fee, a new team member, a promise to change the approach — the answer is no. You wouldn't be having this conversation if the relationship were working, and their willingness to change now, in the moment of losing you, isn't evidence they'll actually change afterwards. It's evidence they can be responsive when their commercial interest is threatened, which isn't the same thing.
Handle any buyer introductions cleanly. If they've introduced you to any real buyers, acknowledge that in your termination letter, and honour the tail provision. This isn't optional — it's the terms of the contract you signed — and trying to work around it produces expensive legal problems later.
The two weeks after
The most useful thing to do after firing an advisor is nothing. For two weeks.
Don't rush to hire the next one. Don't call every other broker in your network. Don't put the business back on any listings. Sit with the fact that you're not currently engaged, and let it clarify what you actually want.
Some founders discover in this pause that they don't actually want to sell right now, and the pressure they'd been feeling was partly the pressure of a bad engagement. That's a legitimate outcome — the pause saved them from selling a business they should have kept.
Others clarify what they want from a new advisor with much more precision than they had the first time. They know now, from experience, what the failure mode looks like. They can interview the next candidate against a specific set of questions. They're much less likely to hire the wrong person twice.
A small number decide that the entire sale is on hold — that the business isn't ready, or they aren't, or the timing is wrong — and use the pause to do the two to three years of preparation work they should have done before engaging anyone. This is often the most valuable outcome of the whole exercise.
The uncomfortable read
If you're currently engaged with an advisor and any of the warning signs above landed uncomfortably, you already know the answer to whether the relationship is working. What you're deciding is whether to act on it.
The founders who leave badly-fitting advisors early tend to be glad they did. The founders who stay past the point of doubt tend to spend the following twelve to eighteen months rationalising the decision to themselves, watching the business go stale on market, and eventually leaving anyway — at a much higher cost.
The cost of leaving early is a short awkward conversation, a notice period, and a few weeks of uncertainty. The cost of staying too long is a year of your business's life, and often the difference between selling well and not selling at all.
The math isn't close.
If you're in this position — engaged with someone, quietly unsure, not sure what to do about it — a second-opinion conversation is worth having before you make any decision. Not because we want you to hire us; we may not be the right fit either. But because a clear read on where you actually stand is useful regardless of who you hire next. Book a private consultation and we'll be honest with you about it.
A note on the sources
The observations in this piece draw on public discussions across r/smallbusiness, r/businessbroker, and r/SellMyBusiness, X threads from lower-middle-market M&A operators, and PaperToaster's own advisory conversations. Quotes are lightly edited for length.