What should I do if I send confidential documents to the wrong buyer?

Sending the wrong file to the wrong person is one of the most common mistakes in a business sale, and the first hours matter more than the wording of any apology. Your aim is to stop further copies spreading and to leave a written record, not to win an argument.

Ask in writing and keep the record

Send the recipient a short, polite written request to delete the message and attachments and confirm that nothing was opened, copied or forwarded. Keep the original email, the attachment list and any reply. If you only have an email address, a registry search can help: Ontario’s Business Registry is free to search and most of what is filed, including the registered office address, is public, and Corporations Canada runs an online search for federal corporations.

Check whether this person is already bound

If the recipient signed your NDA, the duty not to use or share the documents already exists and your message simply reminds them of it. If they never signed one, there may be no contract between you, and what you can enforce is far less certain. Hold back further material until you know which case you are in. Our guide to NDAs in a business sale explains what a signed agreement does and does not cover.

Look at what the files contained

Financial statements and customer lists carry commercial risk, but payroll records, employee files and customer contact details can also hold personal information. Safeguarding personal information is one of the fair information principles in PIPEDA, the federal private-sector privacy law, and the Privacy Commissioner’s office explains mandatory breach reporting for businesses the law covers. Which privacy law applies depends on the type of information and the organization, and the Commissioner’s site has a tool for working that out.

Tell your adviser before you tell anyone else

Tell your lawyer the same day, and your broker if you have one, so nobody sends a message that contradicts your written request. Whether to inform genuine buyers, or the people whose details were exposed, is a judgement for your advisers, because telling the wrong people too early can do more harm than the original mistake.