How do I buy a business in Prince Edward Island?

A purchase in Prince Edward Island runs through the same steps as one elsewhere in Canada, but several provincial rules attach to them. This page covers Prince Edward Island only. It looks at the Lands Protection Act, which can matter when the business owns land, the Workers Compensation Act’s rule on bulk sales of inventory, the Business Corporations Act’s rule on a company selling substantially all its property, the Liquor Control Commission’s licence policy and the province’s register of individuals with significant control. The national buying guide covers the steps that do not change with the province.

Land held by the business or its shares

Under the Lands Protection Act, a person who is not a resident person shall not have an aggregate land holding above the limits the Act sets unless the person first receives permission from the Lieutenant Governor in Council. A corporation is under a similar rule. Section 2 also sets maximum aggregate land holdings for every person and every corporation, whether resident or not. The Act treats a person or corporation that holds shares in a corporation as having a deemed interest in land, to the extent of the relevant amount calculated under the Act. So buying shares can count, not only buying land. The Act also contains exclusions and calculation rules, so have a lawyer apply it to your facts.

Who decides, and why the text may change

The Island Regulatory and Appeals Commission says it administers the Prince Edward Island Lands Protection Act, including recommending to Executive Council on applications for land purchases governed by the Act. The consolidation of the Act read for this page is current to April 1, 2022. IRAC also states that Bill 20, an Act to amend the Lands Protection Act passed on May 29, 2026, had not been proclaimed yet. Check the current Act and the Commission’s page before you rely on any wording here, and make permission a condition of closing if it applies.

Buying inventory: the workers’ compensation certificate

Prince Edward Island’s Workers Compensation Act, in the consolidation current to May 29, 2026, says no person shall dispose of the inventory of an employer through a sale in bulk without first obtaining a certificate from the Board that all assessments payable by that person have been paid. A purchaser must obtain the duplicate of the certificate from the seller. If the purchaser does not, the purchaser is responsible for paying the unpaid assessments, and that liability is limited to the lesser of the unpaid assessments and the value of the assets purchased. Ask for the certificate before you pay, and keep the duplicate with your closing documents so you can show later that you obtained it.

The company’s own approval of the sale

Under the Business Corporations Act, a sale, lease or exchange of all or substantially all the property of a corporation, other than in the ordinary course of its business, requires the approval of the shareholders. Each share carries the right to vote on it, and a class or series votes separately only if it is affected differently. The sale is adopted when each class or series entitled to vote has approved it by special resolution. Subject to subsection 159(26), a dissenting shareholder who complies with section 159 is entitled to be paid by the corporation the fair value of the shares. Ask to see the resolution.

Liquor licences and the register of individuals with significant control

The Prince Edward Island Liquor Control Commission’s Licensee Policy Manual, in the version last revised December 22, 2020, says a licence granted under the Act shall not be transferable unless approved by the Commission in writing. If you are buying a licensed business, ask the Commission about its process before you set a closing date. Separately, the province’s Corporate Transparency Requirements page says corporations will need to create and maintain a register of individuals with significant control. If you are buying shares, ask to see that register and ask your lawyer what it should contain.

Federal tax and review steps

Some steps are federal. The Canada Revenue Agency says you may need a new business number when you buy a business, and its page covers payroll and GST/HST. BDC notes that due diligence gives crucial information on a target’s finances, prospects and legal issues. Add the provincial items above to that review rather than treating them as a separate exercise, and decide early who will check each one. Keep the certificate, the resolution, the Commission’s written approval and your search results together in one file, so that you can show later what was checked before closing.

• Does the business own land, or does the corporation you are buying shares in, and does the Lands Protection Act apply to you?
• Has the Board issued the certificate for the sale of inventory in bulk, and do you hold the duplicate?
• Has the seller company approved the sale by special resolution, and is there any dissenting shareholder?
• Will the Liquor Control Commission approve a licence transfer in writing?
• If you buy shares, can you see the register of individuals with significant control?