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How do I sell my real estate brokerage?

Updated October 2026. Figures as of September 2026.

You can sell a brokerage in two ways: the buyer takes over the company, or buys what it owns, such as its name, its agent relationships, its records and its lease. In the US, an asset sale counts as a sale of each asset, and buyer and seller both report how the price was split on IRS Form 8594 (IRS Publication 544, April 2026). Part of the price can depend on how the brokerage does after you leave, so plan the handover before you set a number.

Most brokerages are small, and fewer than half have an exit plan. In NAR's 2025 survey of real estate firm executives, 81% of firms had a single office, typically with two full-time licensees, and 39% said they have an exit plan for when they retire or leave real estate (US, NAR, Profile of Real Estate Firms, November 2025).

Your own situation decides how the rules and the tax apply to you; a CPA (US) or accountant (Canada) and a lawyer can confirm them before you sign.

What are the steps to sell a brokerage?

Here's the order we'd work through it in. What the brokerage is worth, and handing it to someone already in the firm, are on How much is my brokerage worth?

  • Decide what you're selling: the company (its shares or ownership interest) or its assets. A sole proprietor has no company to sell, so it's an asset sale. In NAR's 2025 survey, 39% of firms were LLCs, 28% S corporations, 24% sole proprietorships and 7% C corporations (US, NAR, November 2025).
  • Work out what the brokerage keeps after agents' splits and office costs, and how much of that comes from your own deals, which leave with you.
  • Find out which agents would stay through a change of owner. A buyer will ask, and may tie part of the price to the answer.
  • Agree on the price and how it's paid: cash at closing, the buyer's stock, payments over time, or payments that depend on future profit.
  • Agree in writing on how the price is split among the assets. In the US, that agreement binds buyer and seller unless the IRS finds the amounts aren't appropriate (IRS Publication 537, April 2026).
  • Plan the listings and the license. NAR's 2017 guidance on brokerage succession says the process for transferring listings varies by state (NAR, August 2017), so ask your state's real estate commission what it needs when a brokerage changes hands. In Canada, ask your provincial regulator.

How is the sale of a brokerage taxed?

In the US, the gain on each asset is figured separately, so how the price is split changes the tax (IRS, Sale of a business, February 2026). Selling stock in a corporation usually gives a capital gain or loss, and a partnership interest is treated as a capital asset, apart from the part tied to unrealized receivables or inventory (IRS, February 2026).

The split runs across seven classes of assets in a set order, with goodwill and going concern value last (IRS Instructions for Form 8594, November 2021). Most long-term capital gain is taxed at 0%, 15% or 20%, depending on taxable income, and some gains are taxed at up to 25% or 28%, such as part of the gain on a building (US, IRS Topic 409, September 2026).

In Canada, half of a capital gain is taxable: the CRA applies an inclusion rate of one-half (CRA, January 2025), and the proposed rise to two-thirds was canceled (CRA, June 2026). If your shares are qualified small business corporation shares, the lifetime capital gains exemption can shelter gains up to a limit: C$1,250,000 for 2025, under proposed changes when the CRA published its guide (CRA guide T4037, January 2026). Two of the tests for those shares look back over the 24 months before the sale (CRA guide T4037, January 2026).

In Canada, if you sell your business's assets as a whole, rather than only one or more of them, and the buyer acquires at least 90% of the property needed to carry on the business, you and the buyer may be able to jointly elect on Form GST44 that no GST/HST is payable. The election also depends on which of you is registered for GST/HST (CRA, Selling a business, July 2026).

What do I give up when I sell?

The IRS lists the assets a buyer can pay for besides goodwill, including trade names, a workforce in place, customer-based intangibles and a covenant not to compete (IRS Instructions for Form 8594, November 2021). If your sale includes the trade name, your name on the door goes with it. If it includes a noncompete, you agree not to compete with what you sold.

You may also give up certainty. In two brokerage purchases described in one publicly traded brokerage company's annual report to the SEC, little of the price was cash at closing; the rest was the buyer's stock and later payments that depended on conditions, including the bought brokerage's net income through 2027 and 2028 (US, Form 10-K, March 2026). How much is my brokerage worth? has the figures.

If you're an agent with a book of clients rather than a brokerage, start with What is my book of business worth when I retire?

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Common questions

What's the difference between selling my brokerage's assets and selling the company?
In an asset sale the buyer buys what the company owns, and in the US the price is split among those assets and reported by both sides on IRS Form 8594 (IRS, November 2021). In a sale of the company, the buyer buys your shares or ownership interest, which usually gives you a capital gain or loss (IRS, February 2026). How your brokerage is set up decides which you can do.
What happens to my listings when I sell my brokerage?
Exclusive listing and buyer agreements are between the client and the firm, and NAR's Code of Ethics bars REALTORS® from inducing their current firm's clients to cancel those agreements, before or after they leave that firm (Standard of Practice 16-20, January 2026). NAR's 2017 guidance on brokerage succession says how listings transfer varies by state (NAR, August 2017), so ask your state's real estate commission or, in Canada, your provincial regulator.
Can I be paid for my brokerage over several years?
Yes. In the US, if at least one payment comes after the year of sale, the installment method can let you report part of the gain as you're paid, though not on inventory or depreciation recapture, which is reported in the year of sale (IRS Publication 537, April 2026). In Canada, a capital gains reserve can generally spread a capital gain over up to five years (CRA guide T4037, January 2026).

Sources

  1. IRS, Publication 544 (2025), Sales and Other Dispositions of Assets, April 2026
  2. IRS, Sale of a business, February 2026
  3. IRS, Instructions for Form 8594 (11/2021), Asset Acquisition Statement Under Section 1060, November 2021
  4. IRS, Publication 537 (2025), Installment Sales, April 2026
  5. IRS, Topic no. 409, Capital gains and losses, September 2026
  6. National Association of REALTORS®, 2025 Profile of Real Estate Firms, November 2025
  7. National Association of REALTORS®, Succession Planning for Real Estate Brokerages, August 2017
  8. National Association of REALTORS®, Code of Ethics and Standards of Practice of the National Association of REALTORS®, Effective January 1, 2026, January 2026
  9. Canada Revenue Agency, Capital Gains 2025 (Guide T4037), January 2026
  10. Canada Revenue Agency, Update on the Canada Revenue Agency's administration of the proposed capital gains taxation changes, January 2025
  11. Canada Revenue Agency, What's new for corporations, June 2026
  12. Canada Revenue Agency, Selling a business, July 2026
  13. Fathom Holdings Inc. (SEC Form 10-K), Form 10-K, Annual report for the fiscal year ended December 31, 2025, March 2026

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