Succession planning in small to medium size enterprises (SMEs) is no longer a macro economical problem. SMEs that are expected to sell within the next five to ten years employ over 2 million Canadians and account for roughly 15% of the GDP. As many SME owners reach the common age of retirement, many do not have anyone to sell their businesses to. This project will argue that many times the solution is within the company, and that with proper planning the owner can realize his or her return on investment by selling to the top management team. A literature review was conducted to understand the how to create a team that an owner can trust to manage his business, and then to analyze the step-by-step processes of initiating and completing a management buy-out. This project uses a case study of a local company to create a physical example of what type of company might see the most success from a management buy-out, and how that company should go about initiating one. It concludes by examining the ideal positions for the successful management team, how the debt structure may theoretically look, and what the implications will likely be for the vendor and the management team. --Leaf 2.