Valuation

3rd Party Formal Business Valuations

What a formal third-party business valuation is, when you need one instead of an opinion of value, and what the appraiser will ask for.

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By Michael D. Rubin, CEO & Founder · Updated September 2026 · 737 words

A formal third-party business valuation is an independent appraiser's written conclusion of what a company is worth on a specific date, with the methods, assumptions and evidence set out so others can rely on it. You need one whenever a number must stand up to scrutiny from someone other than you: a tax authority, a court, a partner, a lender or a skeptical buyer.

It is different from the free opinion of value an M&A advisor gives before a sale. Both are part of business valuation work, but they answer different questions: one asks what the market is likely to pay, the other what the company is worth under a defined standard that others must accept. Using the wrong one for the job can be expensive.

When a formal valuation is the right tool

Our article on where to get a formal third-party valuation before a sale focuses on that last case. In several of these situations the other side will hire its own appraiser, so the quality of the reasoning matters as much as the number.

  • Estate and gift planning, including transfers of ownership to family members.
  • Partner or shareholder buyouts, where each side needs a fair reference point.
  • Divorce and equitable distribution of business interests.
  • Employee stock ownership plans (ESOPs), which rely on independent valuations.
  • Litigation and dissenting shareholder disputes.
  • Purchase price allocation after a transaction, for tax and accounting purposes.
  • Bankruptcy, reorganization and charitable contributions of business interests.
  • Fairness opinions for boards, trustees and other fiduciaries.
  • Pre-sale support, when an owner wants an independent figure before negotiating.

What makes a valuation credible

A number alone persuades nobody. A credible valuation shows its work: which methods were used (typically an income approach based on earnings, a market approach based on comparable transactions, and sometimes an asset approach), why they were weighted as they were, and how the appraiser adjusted the financial statements. The appraiser should be independent of the outcome and should follow recognized professional standards. Ask what valuation credential the appraiser holds, how many companies of your size and industry they have valued, and whether their reports have held up when challenged.

That narrative matters in a sale. A valuation is the starting point of a negotiation, not the end of one. If a buyer can follow the reasoning and finds it sound, the figure is much harder to argue down. Our article on why a formal valuation is more credible than an online calculator explains the difference in detail.

What the appraiser will ask for

The faster and more complete the documents, the faster and more accurate the analysis. Gaps force the appraiser to make assumptions, and assumptions are exactly what the other side will challenge.

  • Interim profit and loss statement and balance sheet for the current year.
  • Complete federal income tax returns for the last three years.
  • Fair market value estimates for furniture, fixtures and equipment.
  • Current inventory value.
  • A schedule of personal expenses run through the company and costs that will not recur, used to recast earnings.
  • A questionnaire on customers, employees, competition and operations.

What a valuation cannot do

A formal valuation is an informed opinion, not a sale price. In a sale, the market sets the price: the buyers who show up, how much they want the company and how the deal is structured. A strategic buyer that gains cost savings may pay more than the appraised figure; a buyer that sees risks the appraiser did not may pay less. The valuation is a strong starting point and a defense against weak offers, not a guarantee.

It also has a shelf life. It speaks as of its valuation date, and a company that has grown or changed since then may need an update. If the purpose changes, say from estate planning to a sale, ask whether the same report still fits, because the standard of value can differ. Note too that a formal valuation is priced separately from any success fee for a sale, as our fees page explains.

How MDR & Associates handles valuations

MDR & Associates offers formal third-party valuations as a separate, optional service with its own price. Owners preparing to sell usually start with the free, confidential opinion of value, a low-to-high range based on three years of financials; those who need a documented report for tax, legal or partner purposes can ask for a formal valuation. Contact us to discuss which fits your situation.

Questions owners ask next

Is a formal valuation the same as an opinion of value?

No. An opinion of value is an advisor's range of likely sale prices, based on your financials and what buyers pay, meant to inform a decision about selling. A formal valuation is a documented appraisal to professional standards, meant to be relied on by others such as courts, tax authorities or partners.

How long is a formal valuation valid?

It is valid as of its stated valuation date, and its usefulness fades as the business and market conditions change. For a sale, an older valuation usually needs updating. For tax or legal purposes, the required date is set by the event itself, such as the date of a gift or a death.

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