What does a title search show when a business sale includes the building?

When a business sale includes the building, a title search is one record to read. The sources below describe what is registered against the land and, in two provinces, matters the statute adds. Land registries are provincial, and this page draws only on British Columbia, Alberta and Ontario sources. If the land is elsewhere, ask your lawyer how that province’s registry works.

What the register shows

The Land Title and Survey Authority of British Columbia says a title lists the registered owners, the legal description, the parcel identifier, and the charges, liens and interests registered against it, generated from the register at a specific point in time. Ontario’s government says its land registry holds records of ownership and other legal interests such as mortgages, transfers and leases, searched online through OnLand. Alberta says titles in its SPIN2 system have reflected interests pending registration since 1 April 2021, but ascii/text titles do not, so ask which kind you are reading.

Matters the statute adds

British Columbia’s Land Title Act, section 23(2), says an indefeasible title, as long as it remains in force and uncancelled, is conclusive evidence that the registered owner is indefeasibly entitled to an estate in fee simple, subject to listed matters. They include a federal or provincial tax, rate or assessment imposed or made a lien on the land, or that may be later; a municipal charge, rate or assessment imposed or that may be imposed on the land, including one imposed earlier that was not then due and payable; a lease or agreement for lease for a term not exceeding 3 years if there is actual occupation under it; and a highway or public right of way, watercourse, right of water or other public easement. The list has further items, including matters noted or endorsed on the title. Alberta’s Land Titles Act, section 61(1), makes the land in a certificate of title subject, by implication and without special mention, to listed matters, among them all unpaid taxes, any public highway or right of way or other public easement, and a subsisting lease or agreement for a lease for a period not exceeding 3 years, if there is actual occupation under it. That list also has other items.

What is not registered

Under British Columbia’s Land Title Act, section 20(1), an instrument dealing with land does not pass an estate or interest unless it is registered, except as against the person who made it. Subsection (3) says that rule does not apply to a lease or agreement for lease for a term not exceeding 3 years if there is actual occupation under it. For anything an instrument might have given someone outside the register, ask your lawyer what to confirm, and ask which other searches to order, such as a municipal tax certificate.

Using the result

British Columbia’s search is generated at a specific point in time, so ask your lawyer whether and when the search should be updated before closing. Read what happens when a lien is still on the title on closing day and how property tax is adjusted when the sale includes real estate, so the adjustments and payouts are settled in your agreement.