How to Sell a Property Portfolio

You do not have to sell a property portfolio one house at a time. If the properties sit in a limited company, you can sell the company itself, with the properties and the tenants inside it, to one buyer in one transaction. The part that decides whether that works is not the buyer. It is whether a lender will fund the buyer for the whole portfolio.

Two ways to sell a company-held portfolio

There are two routes.

  • Sell the properties (an asset sale). The company sells each property. Each one needs its own conveyancing, and possibly vacant possession. The money lands in the company, and you still have to get it out.
  • Sell the company (a share sale). You sell your shares. The company keeps owning the properties, and the tenants stay exactly where they are. One sale instead of ten.

For most landlords who want out completely, a share sale is the simpler route. Your accountant will confirm which route leaves you with more, for your company. Run the comparison yourself first with the calculator on our homepage.

The cost both routes share: early repayment charges

Whichever route you take, the mortgages have to change. Sell the properties and the company repays each loan. Sell the company and the buyer’s lender repays the existing loans on completion. Either way, any early repayment charges on those loans fall due. No structure avoids them, so check the dates and charges in your mortgage offers before you set a price.

Why most portfolio sales fall apart

The usual order is to find a buyer, agree a price, then look for the finance. That order is why portfolio sales stall.

Most buyers of a £1m+ portfolio need a mortgage. A portfolio loan is assessed differently from a single buy-to-let. The lender looks at every property, every tenancy, and the company’s history. If that assessment comes after the price is agreed, a down-valuation or a lender’s no can end the deal months in. You are then back to the start with a portfolio that has been on the market. We explain how that happens in The Highest Offer On Your Portfolio Is Usually The One That Fails.

Finance first, then the buyer

We reverse the order. We call it Mortgage-First SPV-Exit.

  1. Set the price range. You get a realistic range for the portfolio, and the exact price is set from it.
  2. Arrange the funding before anyone markets it. Lenders’ credit teams assess the properties up front and confirm they are willing to lend, subject to valuation.
  3. Match the buyer to lending that already exists. The buyer is chosen because they fit funding that is already in place, not the other way round.
  4. Complete as one transaction. One buyer, one completion, tenants in place.

Because the finance question is settled first, you can answer the question everyone asks: how long will it take?

A real example

A landlord agreed a price of £1.4m for a company-held portfolio. The valuation came back at £1.2m. Instead of the deal collapsing, it was restructured. The buyer took 90% of the shares, and the seller kept 10%. The seller received 75% of the net proceeds on day one. The remaining £200k was deferred, to be paid on a refinance within five years. Underwriting took four weeks and the sale completed inside three months.

A structure like this needs the seller’s own tax advice, proper legal documents, and full disclosure to the buyer’s lender. Names and identifying details have been changed.

What about the Renters’ Rights Act?

Selling a single property with vacant possession now means using the sale ground, Ground 1A. You need four months’ notice, you cannot use it in the first 12 months of a tenancy, and if the sale doesn’t happen you cannot re-let for 12 months. Selling the company avoids all of that, because nobody moves.

Is this right for you?

This route suits you if:

  • your properties are already held in a limited company;
  • you want to sell all of them, or most of them, in one go;
  • you would rather not serve notices or empty properties;
  • you want a timeline you can plan around.

If your properties are in your own name, the route is different. Speak to your accountant first.

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Frequently asked questions

Can I sell my limited company with the properties in it?

Yes. Selling the shares transfers the whole company, properties included, to the buyer.

Do the tenants have to leave?

No. The company stays the landlord, so tenancies carry on unchanged.

What happens to the existing mortgages?

They have to be repaid on completion, whether you sell the company or the properties out of it. Any early repayment charges on those loans are payable, and no structure avoids them, so build them into your numbers from the start. The buyer’s new lending, arranged before the portfolio is marketed, replaces them.

How long does it take to sell a property portfolio?

It depends on the portfolio. Because the funding is arranged before marketing, the timeline is measured in months, not years.

Will a buyer want the company’s history?

Yes. A share sale brings due diligence on the company’s accounts, tax and legal position. Clean records make it faster.

Do I pay tax on selling the company?

Usually capital gains tax on the shares, rather than corporation tax on each property and then tax again to extract the cash. Your accountant will run the actual numbers.

See what you keep

The calculator on our homepage compares what you keep if you sell one by one, sell the company in one go, or hold. See how much you actually keep

Education, not advice. Tax treatment depends on your circumstances. Take advice from your accountant or tax adviser before you act.