Deal Structure

Minority Rollover

The seller keeps a smaller ownership piece after the buyer takes control. Why it matters: With a minority rollover, the seller usually has less control, so governance rights, exit rights, and information rights matter.

Related terms

Seller

The current business owner who wants to sell the business. Why it matters: The seller is not just handing over ownership; they are also proving the business, answering diligence requests, negotiating risk allocation, and often helping with transition.

Buyer

The person, company, investor, or fund trying to buy the business. Why it matters: Different buyers value different things, so knowing the buyer type helps an owner understand likely questions, risks, financing needs, and negotiation style.

Exit

The owner’s plan to leave or reduce their role in the business, usually by selling it. Why it matters: A good exit plan covers more than price; it also includes timing, taxes, transition duties, employee impact, and how involved the owner wants to be after closing.

More from Deal Structure

Asset Sale Cash at Close Cash-Free Debt-Free Contingent Payment Debt-Like Items Earnout Escrow Holdback Majority Sale Membership Interest Sale Minority Sale Purchase Price Adjustment

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