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Buying & Selling a Business

What happens if a professional buyer isn't yet licensed in Ontario when they agree to buy a practice?

TSL Written by the Treadstone Law team· Updated August 2026

Agreeing to buy a practice and being legally able to close on that purchase are two different things, and a buyer who isn't yet licensed to practice the relevant profession in Ontario generally can't complete a sale that would leave them owning or controlling shares in a professional corporation, or practicing under the college's authority, until their licensing is actually in place. This comes up often with professionals moving from another province or country, or with newly qualified professionals whose licence is still being processed at the time they find a practice they want to buy.

The practical fix is usually to make the purchase agreement conditional on the buyer obtaining their Ontario licence by a defined date, rather than assuming licensing will simply come through in time. Some deals also use an interim arrangement, where the seller stays on temporarily, or a currently licensed professional operates the practice, until the buyer's licence is confirmed, though this needs to be structured carefully to satisfy the college's ownership and supervision expectations in the meantime.

Confirming the buyer's actual licensing timeline honestly, and building appropriate conditions and contingencies into the agreement, protects both sides from a deal that can't legally close on schedule.

Key takeaways

  • A buyer generally cannot complete a professional practice sale before their Ontario licence is in place.
  • This commonly affects professionals relocating from elsewhere or newly qualified practitioners.
  • Make the purchase agreement conditional on licensing being confirmed by a set date.
  • Interim arrangements are possible but need to satisfy the college's ownership and supervision rules.
This is general information, not legal advice. It doesn’t create a lawyer–client relationship, and the rules can change. For advice on your situation, a Treadstone business lawyer can help.
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