This setup will be used later to migrate to Windows Server 2012 R2 and that tutorial will be part of our series in the ‘Migration matrix’ at Migration guides for Windows Server 2012 or 2016 Essentials . I advise you to read this tutorial the first time completely before you start because in some chapters I show how 'it is not done'. 1. Installing SBS 2011 from DVD or USB pen drive If you have your installation files on a DVD put the DVD in your drive and boot the server. If the server does not detect your DVD you will need to change settings in the bios of your server. If you want to use a USB pen drive for installation please read Create a bootable USB pen drive for your Windows 2012 R2 installation . Accept the defaults and click Next Click Install Now Accept the terms and Next Choose Custom for a clean installation. Choose a drive to install. Windows is expanding the installation files Choose Clean Install and click Next Set time zone settings according to your time zone. Choose automatically detect and click Next Choose to go online and download most recent updates. Setup is updating installation files. Fill in your company name etcetera and click next Choose a server and domain name. Create a network administrator account that you will use to logon the server. Check the information you entered and click next. Setup is working Almost there… Installation is successful, we can start using the server. 2. Install Windows Small Business Server 2011 Service Pack 1 Download Service Pack 1 from https://www.microsoft.com/en-us/download/details.aspx?id=5842 . Do not be confused because the download says Windows Server 2008 R2 SP1 and as soon as you start the installer it says ‘Windows Small Business Server 2011 Service Pack 1’. This is correct. After you have downloaded the service pack click to run the installer. Click Next. Accept the Terms and click Next Make sure ‘Automatically restart the computer’ is checked and click install. The installer is working. This may take at least 30 minutes to complete so you better start this when the office is closed. Once the server has rebooted several times it is automatically logged and the windows shows you that the service pack has been installed successfully. 3. Install Exchange Server 2010 Service Pack 3 Download Exchange Server 2010 Service Pack 3 from http://www.microsoft.com/en-us/download/details.aspx?id=36768 and extract it to a folder. Double click the service pack you just downloaded. Extract it to a folder inside your downloads folder. Double-click Setup.exe. Click ‘Install Microsoft Exchange Server upgrade’. Click Next Accept the terms and click Next. You can ignore the warning at the Mailbox Role Prerequisites. If you to know more about this read http://blogs.technet.com/b/exchange/archive/2011/11/20/recommended-windows-hotfix-for-database-availability-groups-running-windows-server-2008-r2.aspx . You will see that this has to do with failover clusters and we do not have those in a typical SBS environment. There is no need to install that Hotfix on a SBS 2011. The installer is working… It took about 15 minutes to complete. Click Finish. Click close. I always reboot after installing service packs. 4. Install the latest Update Rollup for Exchange 2010 SP3 Download the latest Update Rollup for Exchange 2010 SP3 from Exchange Server build numbers and release dates | Microsoft Docs . If you cannot install the update make sure enable the build 'administrator' account and log in with those credentials and start the update from an elevated command prompt. Double click the Update Rollup you just downloaded. Accept the terms Next Click yes Oops, something went wrong… it ended prematurely. We should have started the installer from an elevated command prompt and here is how you do that. Accept the UAC warning and click Yes. Type msiexec /update Exchange2010-KB2917508-x64-en.msp and hit enter. The Update Rollup starts. Accept the terms Setup is generating native images for .Net assemblies. Click Next This may take awhile to complete… Click Finish 5. Install Update Rollup 4 for Windows Small Business Server 2011 Standard Download the Update Rollup from https://support.microsoft.com/en-us/kb/2885319 . In this KB article you will see that there are two ways for downloading, from Windows Update and from the Windows Update Catalog. If you are installing more then one SBS 2011 it is a good idea to download the files from http://catalog.update.microsoft.com/v7/site/Install.aspx . This only works from Internet Explorer. We used the last method so we start installing from the download folder or a USB stick if you have downloaded the files on your laptop which is BTW the better method. You should not use the server as a workstation, if you do you increase the risk of getting stuff on your server you really do not want. Start the SBS7-KB2885319-X64-ENU Update Rollup and accept the terms. Click Install Accept the User Account Control and click Yes. If this update is installed a server reboot is needed. Click OK The update has been installed. Click Yes to restart the server. 6. Install SharePoint Foundation 2010 SP2 on SBS 2011 Download the correct Service Pack in the correct language from http://www.microsoft.com/en-us/download/details.aspx?id=39646 and start the installation package Accept the User Account Control and click Yes. Accept the Terms and click Continue Choose to automatically close application and attempt to restart them after setup is complete and click OK. We are done. Click OK From the start menu start an elevated command prompt. Change to “C:\Program Files\Common Files\Microsoft Shared\Web Server Extensions\14\BIN” Run “PSconfig.exe –cmd upgrade –inplace b2b –force –cmd applicationcontent –install –cmd installfeatures” This can take some time and as all went OK it should tell you that the configuration was successful. Lets do some checking. From the start menu run Sharepoint 2010 Central Administration. Accept the UAC warning and click Yes. From the Sharepoint 2010 Central Administration console run ‘Check upgrade status’. The upgrade session ran successfully. 7. Install the SBS 2011 BPA (Best Practice Analyzer) The installation of SBS 2011 BPA (Best Practice Analyzer) is a three step procedure. The first step is to download and install Microsoft Baseline Configuration Analyzer 2.0 , second step is to download and install Windows Server Solutions Best Practices Analyzer 1.0 and the final step is to install WSSG-KB2699813-X64-ENU and that is an update for Windows Server Solutions Best Practice Analyzer to version 1.3 and included in the second download. Start the installer ‘Microsoft Baseline Configuration Analyzer 2.0’ and click Next Accept the terms and click Next Choose a directory and click Next Click Install Accept the User Account Control warning and click Yes. Click Finish Run the BPA installer ‘BPASetup’ and click Next Accept the terms and click Next Choose a directory and click Next Accept the defaults and click Next I always want to participate because I think it is a good idea to help Microsoft improve the software. Click Next. Make sure automatic download updates has been checked and click Next. Click Install Accept the User Account Control warning and click Yes. Click Finish Start the update for the BPA (WSSG-KB2699813-X64-ENU) and click Next. Choose repair. Click Repair. Accept the User Account Control warning and click Yes. Click Finish Accept the User Account Control warning and click Yes. If this is the first time you run the BPA there will some warnings but for now we leave them. More important is that you check if you are on version 1.3 and as you can see in the screenshot all is just fine. The issues listed by the BPA will be fixed in another tutorial. 8. Install SQL 2008 R2 Service Pack 3 Download Microsoft® SQL Server® 2008 R2 Service Pack 3 from http://www.microsoft.com/en-us/download/details.aspx?id=44271 . Run the installation file SQLServer2008R2SP3-KB2979597-x64-ENU. Accept the User Account Control and click Yes. Click Yes Accept the terms and click Yes. Accept the defaults and click Next. Click Next Click Update Click Close Click OK and restart the server. 9. Run Windows Update to install all remaining updates It may be necessary to run Windows Update and restart the server several times to complete the installation of all updates. Click ‘Check online for updates from Windows Update’. Click ‘Find out more’. Agree and install. Accept the User Account Control warning and click Yes. Review the settings. Click Install Now. Windows Update is checking for updates. Click Install Updates. Accept the License Terms and click Finish.