Business Broker Canons of Conduct (2025)

Short version: This page sets the professional baseline for business brokers: how we treat people, how we handle information and money, how we market, and how we police ourselves. It’s written to be practical, publishable, and auditable. It is ethics first, hype last.

1) Scope & Definitions

These Canons apply to owners, staff, contractors, introducers, and affiliates acting under our brand. They sit alongside law, regulator guidance, platform policies, and signed contracts. When rules conflict, the stricter rule applies. This page is educational, not legal advice—seek counsel for jurisdictional specifics.

2) Core Principles (the Canons)

2.1 Fair Dealing & Integrity

• Act honestly with all parties; no misrepresentation, concealment of material facts, or pressure tactics.
• Keep promises you make in writing; if facts change, update parties promptly.

2.2 Client Interest, Scope & Fees (In Writing)

• Document objectives, scope, duties, fees, term, termination, and dispute venue before work starts.
• Pursue client goals only by legal and ethical means; avoid scope-creep that creates conflicts.

2.3 Competence & Limits

• Maintain up-to-date knowledge on valuation, markets, financing, AML/sanctions, and advertising rules.
• When issues exceed competence (legal, tax, clinical), pause and refer—no faux expertise.

2.4 Conflicts of Interest & Dual Agency

• Identify conflicts early. Dual agency or multi-sided compensation requires written disclosure and informed written consent from all affected parties—or withdraw.
• Never accept undisclosed referral fees, rebates, or benefits.

2.5 Confidentiality & Data Protection

• Protect non-public data with need-to-know access; use NDAs when appropriate; follow PDPA/GDPR/CCPA as applicable.
• Have an incident-response checklist; notify clients and regulators per law if a breach occurs.

2.6 Truthful Marketing & Offering Materials

• Claims must be accurate and non-misleading. Separate facts from opinions; label estimates and scenarios.
• Do not publish identifiers that reveal the seller without consent; see What Does a Business Broker Do?.

2.7 Handling Money, Escrow & Benefits

• Segregate client funds/escrow; no commingling. Reconcile monthly. Disburse per contract and law.
• No kickbacks or inducements. Disclose permitted referral fees in writing, with client consent.

2.8 Records, Audit Trail & Retention

• Keep orderly files: mandates, NDAs, disclosures, IMs, offers, logs, escrow records, ads. Retain ≥5 years (or longer if law requires).
• Document key calls and decisions; contemporaneous notes reduce disputes.

2.9 Professional Conduct with Peers & Third Parties

• Cooperate with brokers, advisors, lenders, platforms, and regulators; do not disparage or interfere with valid engagements.
• Respect platform rules (marketplaces, listing portals); no policy gaming.

2.10 Compliance, Anti-Bribery & Gifts

• Follow applicable laws (advertising, consumer, AML/sanctions). Prohibit bribes.
• Gifts/hospitality must be modest and logged (suggested cap $100 per instance unless local law is stricter).

2.11 Training & Supervision

• Provide periodic training on these Canons, data protection, and marketing standards.
• Leaders supervise staff/contractors and remediate breaches promptly.

2.12 Reporting Concerns, Enforcement & Discipline

• Enable confidential reporting (whistleblowing). No retaliation for good-faith reports.
• Breaches may trigger education, warnings, suspension, termination, or regulator referral—proportionate to severity.

3) Quick Matrix: Must / Must Not

4) FAQs (real issues)

Is this legally binding?

It’s a policy that your firm adopts and enforces via contract. You can reference it in mandates and contractor agreements and make compliance a condition of engagement.

Is dual agency allowed?

Only with written disclosure and informed written consent from all parties—and only where local law permits. If consent is refused or law prohibits, do not proceed.

Can I take referral fees from lenders or advisors?

Yes only if lawful, disclosed in writing, and accepted by the client. Otherwise, refuse.

How do I advertise a deal without leaking identity?

Publish anonymised summaries, mask identifiers, and release full packs only under NDA with qualified buyers.

How long must I keep records?

Keep files for at least 5 years or longer if your jurisdiction or platform requires. Litigation holds override deletion schedules.

Cross-border deals?

Apply the stricter rule between jurisdictions. Clarify governing law, venue, and data-transfer basis in your engagement.