Checklists
Nothing missed, nothing assumed
The checks that actually matter before you sign, organised by stage and by industry — free, and cited to the regulator or authority behind each item.
Buying
- Letter of intent preparation checklistA letter of intent preparation checklist for a Canadian business purchase confirms a buyer has financing readiness, a firm price and structure position, and protective conditions — due diligence, financing, exclusivity and deposit terms — settled before an offer goes to the seller, rather than negotiated for the first time under pressure.
- First meeting with a seller checklistA first-meeting-with-a-seller checklist for a Canadian business buyer covers what to prepare beforehand, how to conduct the conversation as a screening exercise rather than a negotiation, and what to avoid promising before any confidentiality agreement is signed or any real financial detail has been verified.
- Franchise approval checklistA franchise approval checklist covers what a franchisor typically requires from an incoming buyer before approving them as a franchisee — a completed application, a financial qualification review, an interview or discovery day, required training, and sign-off on the franchise agreement’s restrictive covenants — the buyer’s own approval path, separate from evaluating the franchise business being bought.
- Buyer transition plan checklistA buyer transition plan checklist covers the handover terms worth negotiating and documenting before a Canadian business purchase closes — how long the seller stays involved, in what role and on what compensation, how staff and customers get introduced, and what happens if that support falls through — planned in advance rather than assumed once closing has already happened.
- Buyer advisory team checklistA buyer advisory team checklist for a Canadian business purchase covers which professionals to engage and when — a lawyer and accountant before an offer goes out, a financing contact lined up early, and specialists such as an environmental consultant or valuator brought in only where the specific deal actually calls for them.
- Post-closing checklist for new ownersA post-closing checklist for a new Canadian business owner covers the administrative, banking, tax and integration steps that follow the day of closing itself, separate from closing-day mechanics — from setting up new accounts through to monitoring an escrow holdback release.
Due diligence
- Site visit checklistA site visit checklist for buying a Canadian business covers what to physically inspect and observe in person — equipment in operation, premises condition, staff and customer behaviour, safety and signage — the details a document review alone cannot confirm, and how to coordinate the visit without alerting staff or customers to a possible sale.
- Buyer questions for the seller checklistA buyer questions for the seller checklist organizes the direct questions worth asking across a Canadian business purchase — about operations, customers, staff and the seller’s own plans — as a question bank for calls and meetings throughout the process, not only the first conversation, with a note on what a vague or evasive answer to each one usually signals.
- Working capital review checklistA working capital review checklist for a Canadian business purchase covers verifying historical working capital levels, agreeing what counts as normal for the business’s seasonal cycle, confirming what is included and excluded from the deal, and building a true-up mechanism into the purchase agreement so neither side is short-changed by the number left in the business at closing.
- Deal red flags checklistA deal red flags checklist for a Canadian business purchase lists specific findings serious enough, on their own or together, to make a buyer stop and reconsider a deal already in motion — reconstructed financials, cash sales that do not trace to deposits, a landlord who will not commit, a licence that cannot transfer, and revenue sitting in one account.
- Buyer due diligence checklistA buyer due diligence checklist for a Canadian business purchase should cover four areas beyond the financial, legal, employment and lease documents themselves: how the process is set up and scoped, commercial and customer risk, physical and technology assets, and the questions a standard document request tends to miss.
- Financial records checklist for buyersA financial records checklist for buying a Canadian business lists the statements, filings and supporting schedules a buyer should request and reconcile before relying on any number the seller has presented, from several years of financial statements through to a check for outstanding CRA balances.
- Legal documents checklist for a business purchaseA legal documents checklist for buying a Canadian business covers corporate records, material contracts, intellectual property registrations and litigation history — the paper trail a buyer’s lawyer needs to confirm what is actually being bought and whether it is free of undisclosed claims.
- Employment records checklist for a business purchaseAn employment records checklist for buying a Canadian business covers the staff list, employment agreements, statutory compliance and any union obligations a buyer needs reviewed before closing, since most employees and their accumulated entitlements carry forward into new ownership.
- Commercial lease review checklistA commercial lease review checklist for buying a Canadian business covers assignment rights, landlord consent, personal guarantees, rent terms and leasehold improvements — the lease clauses that determine whether a buyer can actually keep operating in the same location after closing.
- Gym and fitness business buyer checklistA gym and fitness business buyer checklist covers the unredeemed liability sitting in prepaid memberships and class packages, how member contracts treat a change of ownership, the age and financing status of cardio and strength equipment, and whether instructors are properly classified as employees or contractors.
- Salon and spa buyer checklistA salon and spa buyer checklist covers whether stylists and estheticians work under chair-rental or employment arrangements, how retail and backbar product inventory is valued, the outstanding liability in prepaid packages and gift cards, and the facility and equipment behind the services offered.
- Daycare buyer checklistA daycare buyer checklist covers whether the childcare licence actually transfers on a change of ownership, whether staff hold the qualifications the province requires, how subsidy and fee-assistance agreements are structured, current enrollment against the waitlist, staffing ratios, and the facility’s inspection history.
- Cleaning business buyer checklistA cleaning business buyer checklist covers whether commercial contracts survive a change of ownership, how cleaning staff are classified for workers’-compensation purposes, the condition and financing status of vehicles and equipment, and how much of the client relationship depends on the departing owner personally.
- Landscaping business buyer checklistA landscaping business buyer checklist covers how recurring maintenance and snow removal contracts survive a change of ownership, how the business manages cash flow and staffing through the off-season, workers’-compensation classification of crews, and the condition and financing status of fleet and equipment.
- Self-storage buyer checklistA self-storage buyer checklist covers the unit-by-unit rent roll and actual collected revenue, the lien and auction process the facility follows for delinquent units, the physical condition of the building and its access-control systems, and any liens or environmental history tied to the property itself.
- Dental practice buyer checklistA dental practice buyer checklist covers who the provincial dental college allows to own the practice, how patient charts and the recall list transfer under privacy law, the condition of clinical equipment, the practice’s dental-lab relationships, and whether the seller’s non-compete is likely to be enforceable.
- Veterinary practice buyer checklistA veterinary practice buyer checklist covers who the provincial veterinary college allows to own the practice, whether federal controlled-substance authorization needs to be renewed under the new owner, how client and patient records transfer, referral and emergency-coverage relationships, and any boarding or grooming revenue.
- Pharmacy buyer checklistA pharmacy buyer checklist covers who the provincial pharmacy regulator allows to own the pharmacy, how the prescription file is verified and transferred, controlled-substance authorization and inventory reconciliation, and any banner or franchise agreement governing the store’s brand and supply.
- Hotel and motel buyer checklistA hotel and motel buyer checklist covers the franchise flag’s property improvement plan and remaining term, verified occupancy and average daily rate data, group and online-travel-agency booking agreements, and the condition of the major building systems that make the property as much real estate as an operating business.
- Gas station buyer checklistA gas station buyer checklist covers the registration and testing history of underground and aboveground fuel storage tanks, environmental liability that can run with the land, the fuel supply agreement’s exclusivity and assignment terms, and the separate retail licences a convenience-store operation typically bundles.
- Marketing agency buyer checklistA marketing agency buyer checklist covers how concentrated revenue is in the largest few clients, contract notice and change-of-control termination rights, how much of the client relationship follows the founder personally, staff non-solicitation terms, and how client advertising dollars are tracked when the agency buys media.
- Trades business buyer checklistA trades business buyer checklist covers whether the trade licence can actually move with the sale, the condition and ownership of the vehicle fleet, the signed contract backlog, warranty exposure on completed jobs, and the WSIB-style safety record — the items that decide whether a plumbing, electrical, HVAC or contracting business keeps running under new ownership.
- Restaurant buyer checklistA restaurant buyer checklist covers whether the liquor licence and food premises licence can transfer, the health inspection history, the age and condition of kitchen equipment, the lease term and rent structure, staff food-safety certifications, and third-party delivery and supplier arrangements — the items that determine whether a restaurant can keep operating the day ownership changes.
- Retail business buyer checklistA retail business buyer checklist covers how inventory is counted and valued, the lease term and any co-tenancy or percentage-rent clauses, the shrinkage and loss history, supplier and vendor agreements, gift-card and loyalty-program liability, and how much of the business depends on a physical location versus online channels — the items specific to a business built around merchandise and a storefront.
- Healthcare practice buyer checklistA healthcare practice buyer checklist covers whether the buyer holds the required regulatory college registration, how patient records transfer under privacy law, whether a seller’s non-compete against a regulated professional is enforceable, the billing and audit history, equipment calibration records, and malpractice tail coverage — the items specific to a clinical practice.
- Professional practice buyer checklistA professional practice buyer checklist covers licensing body approval to acquire the practice, how client files transfer without breaching confidentiality, work-in-progress valuation, professional liability claims history, client concentration, and how enforceable the seller’s non-compete actually is — the items specific to buying a law, accounting or similar advisory practice.
- Software business buyer checklistA software business buyer checklist covers whether the intellectual property chain is clean — signed assignments from every founder, employee and contractor who touched the code — plus a source code review, verified churn and recurring-revenue figures, customer and data-processing contract terms, open-source licence compliance, and cybersecurity history, since a software business’s value is almost entirely.
- Trucking business buyer checklistA trucking business buyer checklist covers the operator’s commercial vehicle safety rating and abstract, the age and maintenance history of the fleet, whether drivers are properly classified as employees or owner-operators, insurance claims history, hours-of-service and fuel-tax compliance, and the freight-broker contracts that drive utilization — items specific to a regulated fleet.
- Manufacturing business buyer checklistA manufacturing business buyer checklist covers the age and financing status of production equipment, environmental liability tied to the site’s history, customer concentration against the order backlog, quality certifications, whether the workforce is unionized, and inventory across raw materials, work in progress and finished goods — the risks specific to a physical production business.
- Auto repair business buyer checklistAn auto repair business buyer checklist covers technician certification and staffing, the inspection status of hoists and diagnostic equipment, hazardous-material and used-oil handling compliance, insurance-work versus private-pay revenue mix, warranty claims history, and whether OMVIC dealer registration applies if the shop also sells vehicles — items specific to a repair operation.
- E-commerce business buyer checklistAn e-commerce business buyer checklist covers the health and transferability of marketplace accounts, how concentrated traffic and revenue are across paid, organic and marketplace channels, supplier and fulfillment agreements, return and chargeback history, brand and domain ownership, and cross-border customs exposure — risks specific to a business with no physical location to inspect.
- Farm business buyer checklistA farm business buyer checklist covers land title and agricultural zoning, whether any supply-managed quota transfers with the sale and under what rules, equipment condition and financing, soil and water testing, crop or livestock insurance history, and the succession and family-transfer considerations that shape many Canadian farm sales — the mix of land, regulatory and operational risk specific to agriculture.
- AI business buyer checklistAn AI business buyer checklist covers where training data came from and whether the business holds rights to use it, who owns the model and fine-tuning work, how dependent the product is on a third-party foundation model provider, usage-based revenue verification, and technical team retention — questions a typical software checklist does not fully cover.
- Franchise resale buyer checklistA franchise resale buyer checklist covers the franchisor’s consent-to-transfer process, review of the franchise disclosure document, how much term remains on the agreement, any franchisor right of first refusal, the outgoing franchisee’s standing with the franchisor, and required brand-standard renovations — items specific to buying into an existing franchise system.
- Customer contract review checklistA customer contract review checklist for a Canadian business purchase covers assignability, auto-renewal and change-of-control terms, revenue concentration and pricing lock-ins across the customer book — the specific contract terms that determine whether the revenue a buyer is paying for actually keeps flowing to the business under new ownership.
- Supplier contract review checklistA supplier contract review checklist for a Canadian business purchase covers exclusivity and pricing terms, personal guarantees the current owner may have given, anti-assignment clauses, and how dependent the business is on relationships that live with the owner personally rather than with the company — the terms that determine whether supply keeps flowing on the same terms after closing.
- Insurance review checklist for a business saleAn insurance review checklist for a Canadian business sale covers confirming what coverage is currently in force, whether it transfers or needs to be rewritten for a new owner, the claims history behind it, and where common gaps sit — property, liability, business interruption, cyber and, for some sectors, professional or tail coverage — before a buyer relies on the seller’s description of what is covered.
- Equipment and asset checklistAn equipment and asset checklist for a Canadian business sale covers building an accurate inventory of what is owned, confirming which items are financed, leased or carry a registered lien, checking condition against maintenance records, and estimating what will realistically need replacing soon after closing.
- Environmental review checklistAn environmental review checklist for a Canadian business sale covers checking the site’s history of use, current environmental permits and compliance, whether contamination liability could survive the sale, and whether a formal environmental site assessment is warranted — the steps that determine whether a business or its premises carries hidden environmental exposure a buyer would otherwise inherit.
Financing
Legal
- Landlord consent checklistA landlord consent checklist for a Canadian business purchase covers the practical steps to secure the actual consent — assembling a request package, submitting it on the lease’s required notice, negotiating what the landlord wants in exchange, and getting the consent and any estoppel certificate in writing — distinct from reviewing the lease document itself for its assignment terms.
- Closing day checklistA closing day checklist for a Canadian business sale covers the documents that get signed, how funds actually move, the final adjustments made on the day, and the handover items a buyer needs in hand before operations change over to new ownership.
- Licence and permit transfer checklistA licence and permit transfer checklist for a Canadian business sale covers identifying which licences a business holds, confirming whether each one transfers or needs reapplication, and building regulator timelines into the closing schedule, using Ontario’s AGCO, CVOR and WSIB processes as examples of how varied these transfers can be.
- Intellectual property checklist for a business saleAn intellectual property checklist for a Canadian business sale covers confirming who actually owns the trademarks, domain names, copyrighted material and trade secrets a business relies on, whether registrations are current, and whether every person who ever created that material signed a written assignment to the company — the gaps that most often surface only after a buyer starts asking questions.
- Permits and licences renewal checklistA permits and licences renewal checklist helps a Canadian business owner track which licences and permits are approaching renewal, what each renewal actually requires, and what happens if one lapses — the ongoing housekeeping that keeps a business compliant year-round and, when a sale eventually comes, keeps a licence transfer from being complicated by an expired underlying licence.
- Seller disclosure checklistA seller disclosure checklist for a Canadian business sale covers what a seller should proactively tell a buyer about the business — material contracts, litigation, environmental issues, employee disputes and related-party dealings — and how that disclosure gets documented, since what is properly disclosed generally cannot later become the basis of a claim that the seller misrepresented the business.
Selling
- Seller preparation checklistA seller preparation checklist for a Canadian business sale covers the advisory team, corporate housekeeping, confidentiality planning and marketing materials a seller should have in place before going to market, distinct from the deeper financial statement clean-up covered separately.
- Sale-ready financials checklistA sale-ready financials checklist for a Canadian business owner covers reconciling statements to tax filings, documenting add-backs with evidence, and organizing receivables, inventory and forecasts so a buyer can verify the numbers quickly instead of walking away from an unclear picture.
- Trades business seller readiness checklistA trades business seller readiness checklist covers whether the trade licence can transfer or whether certified staff need to be in place before marketing the business, cleaning up equipment titles and liens, documenting the contract backlog and warranty obligations, and organizing the WSIB-style compliance record — preparation steps specific to a trades business.
- Business sale timeline checklistA business sale timeline checklist tracks the sequence of stages in a Canadian business sale — preparation, marketing, negotiation, due diligence, closing and the weeks after — so a seller can see what happens next, roughly how long each stage tends to take, and where delays most often creep in.
- Confidentiality checklist for a business saleA confidentiality checklist for a Canadian business sale covers how information gets controlled before it is shared — a signed non-disclosure agreement, a blind profile that withholds identifying details, staged release of sensitive material, and a plan for who inside and outside the business learns what and when.
- Data room preparation checklistA data room preparation checklist covers how a Canadian business seller organizes, structures and controls access to the documents a buyer’s due diligence team will review — a consistent folder structure, staged access permissions, an activity log, and a system for tracking and answering the questions that come up along the way.
Tax
- Buyer tax structure checklistA buyer tax structure checklist for a Canadian business purchase lists the structural questions to work through with an accountant and lawyer before an offer is finalized — asset versus share purchase, whether to buy personally or through a holding company, purchase price allocation, HST eligibility and related-party considerations — since the structure chosen shapes tax outcomes long after closing.
- Seller tax readiness checklistA seller tax readiness checklist for a Canadian business sale covers the corporate structure questions a seller should work through with an accountant and tax lawyer well before listing — whether the company would need to be purified to hold shares eligible for preferential capital gains treatment, how the deal structure affects the tax outcome, and whether any outstanding tax matters need resolving first.