When should a buyer bring an accountant into the purchase of a business?
Most of what an accountant influences, such as the review of the financials, the asset or share structure and the allocation of the price, is settled before the agreement is signed. That is why the earlier stages are where their input counts most.
An accountant’s input counts most at the stages where decisions are still open. After the agreement is signed, the structure and the price allocation are largely fixed and the remaining work is filings. The sections below follow a purchase from first look to closing and show what is usually decided at each stage.
Before the offer: reading the numbers
Buyers typically ask to see the business’s financial statements during due diligence, according to BDC. An accountant can compare those against the tax filings, ask what the seller has adjusted or left out, and say whether the earnings shown are the earnings you would inherit. Our comparison of an accountant and a business valuator explains where that role stops and a formal valuation begins.
At the offer: structure and price allocation
The CRA notes that a sales agreement can set a price for each asset, a value for inventory and an amount attributed to goodwill, so the allocation is written into the contract itself. Its guidance to sellers also shows what turns on structure: a seller may face recapture or a terminal loss on capital cost allowance, or may claim the capital gains deduction on qualified small business corporation shares. The seller will negotiate with those outcomes in mind, and your accountant can show what the same choices mean for you.
Before closing: elections and filings
Some tax steps belong to the buyer. The CRA’s GST44 form lets the parties elect that GST/HST does not apply to the sale of a business or part of one, where the buyer takes over enough of the business to qualify, and the purchaser files it. The CRA ties its timing to the purchaser’s own GST/HST return, so it is a task to schedule before closing rather than discover afterwards.
Check who you are hiring
Accounting is a regulated profession and the rules differ by province. In British Columbia, for example, CPA BC requires members who offer public practice services, which it defines to include tax advice, to hold a licence. Ask any accountant you consider to confirm their CPA standing and licensing with your province’s CPA body.
Sources
This answer is checked against primary sources. Links were last confirmed on the dates shown.
- 01Canada Revenue AgencyGovernmentSelling a business
- 02Canada Revenue AgencyGovernmentGST44 — GST/HST Election Concerning the Acquisition of a Business
- 03Chartered Professional Accountants of British ColumbiaRegulatorPractitioners Licensing
- 04Business Development Bank of CanadaIndustryHow to sell your business
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