British Columbia's franchise resale activity runs from Lower Mainland quick-service and personal-care units, where the lease often carries the deal, through Island and Okanagan units serving tourism-weighted markets. BC has its own Franchises Act — in force since 2017 — with its own narrow resale exemption, so whether disclosure is required on your resale is a question that gets confirmed early, never assumed.
British Columbia franchise resales, in the full business-sale context.
A BC franchise resale is really three approvals happening at once: the franchisor's consent under the franchise agreement, the landlord's consent to assign the lease, and the province's own regulatory pieces — a PST plan for the tangible assets, a WorkSafeBC clearance letter, and, for licensed venues, an LCRB transfer that typically lets the unit keep operating throughout. The Franchises Act adds BC's own disclosure layer: the resale-by-a-franchisee exemption applies only within narrow conditions, and where the franchisor is more involved in the transfer than those conditions allow, disclosure obligations can still bite. Lower Mainland units often carry the province's richest leases and the most deliberate landlords; tourism-market units in Victoria and the Okanagan trade on seasonal cash flow that the buyer's diligence has to read across a full year.
Getting approved
Buyer and seller agree on price and key terms for the specific location, usually with a site visit and a first look at the lease built into the conditions from the start.
usually 1–2 weeks†The buyer applies formally to the franchisor — financials, experience, and background — while the franchisor decides whether to approve the transfer or exercise a right of first refusal instead.
3–8 weeks, often the critical path†A franchise disclosure document may still be required — British Columbia's Franchises Act has its own resale exemption, read narrowly, so this gets confirmed early rather than assumed.
assessed early, runs in parallel†Getting to closing
Landlord consent to assign the lease into the buyer's name runs alongside the franchisor's own review. In BC the lease assignment and the franchisor's consent run on separate clocks — Lower Mainland landlords in particular move deliberately, so both get started the day the deal is conditional.
2–6 weeks†The incoming owner, or a designated manager, typically completes the franchisor's operator training before or shortly after taking over the location.
1–3 weeks†Funds, keys, and the transfer paperwork change hands, with an equipment and inventory count settled the same day.
1 day, once conditions are met†This is the first real decision in a British Columbia franchise resale — and it changes what you're buying, what you're taking on, and how the franchise agreement moves.
| Question | Asset purchase | Share purchase |
|---|---|---|
| Franchise agreement & ROFR | Typically re-issued or assigned to the buyer for this specific location, subject to franchisor consent and any right of first refusal. | Generally stays in place — the franchisor's consent to the change of control is still required. |
| Lease | Assigned into the buyer's name with landlord consent. | Usually stays in place, unless the lease has its own change-of-control clause. |
| Seller's liabilities | Generally stay behind with the seller's corporation. | Generally come with the company, known and unknown. |
| Tax angle | A stepped-up cost base on the assets purchased; a GST s.167 election may apply, and BC PST can apply to some purchased assets. | Cost base carries over from the seller, who may access the lifetime capital gains exemption on qualifying small business shares. |
| Staff | Employment Standards Act continuity rules typically apply. | Employment generally continues uninterrupted — the employer doesn't change. |
Typically re-issued or assigned to the buyer for this specific location, subject to franchisor consent and any right of first refusal.
Generally stays in place — the franchisor's consent to the change of control is still required.
Assigned into the buyer's name with landlord consent.
Usually stays in place, unless the lease has its own change-of-control clause.
Generally stay behind with the seller's corporation.
Generally come with the company, known and unknown.
A stepped-up cost base on the assets purchased; a GST s.167 election may apply, and BC PST can apply to some purchased assets.
Cost base carries over from the seller, who may access the lifetime capital gains exemption on qualifying small business shares.
Employment Standards Act continuity rules typically apply.
Employment generally continues uninterrupted — the employer doesn't change.
We tell you which structure fits — before you sign anything.
Every figure below traces to a named public source — no estimates, no filler.
†Typical patterns across British Columbia deals — not a quote or advice; every deal is confirmed on its own facts.
Sector by sector, the resale brands we handle most often — every deal is confirmed on its own facts regardless of brand.
Quick-Service & Fast Food
Business Services
Automotive
Pizza
Coffee & Bakery
Education & Tutoring
Health & Beauty
Senior & Home Care
Real Estate Services
Cleaning
Fitness
Pet Care
Sometimes. The Act exempts a grant by a franchisee from disclosure only within narrow conditions — broadly, the reselling franchisee must be acting for their own account and the grant must not be effected by or through the franchisor. Where the franchisor's role in the transfer goes beyond that, disclosure obligations can still apply. We assess this at intake on every BC resale, because getting it wrong is expensive for everyone.
Almost always, as a matter of contract — franchise agreements typically require the franchisor's consent before a unit can be sold or assigned, and many carry a right of first refusal on top. That approval process, with its financial and background review, is usually the critical path on a BC resale.
Generally yes on an asset sale — used tangible assets like kitchen equipment and fixtures are taxable at 7% unless an exemption applies, while goodwill and the franchise rights themselves sit outside PST. It's a predictable number once the purchase-price allocation is set, and we plan it on the closing statement from day one.
Typically yes — the LCRB's transfer process lets the establishment keep operating, and once the application is administratively complete the buyer becomes a 'deemed licensee' before final approval lands. The application just has to start early enough, which is why it's calendared at intake.
BC's Employment Standards Act treats employment as continuous when a business is sold — staff service history carries to the new owner for notice and severance purposes. On a franchise resale that history rides along with the crew you're inheriting, and it belongs in the deal math.
Very. Incoming owners typically sign the franchisor's current-form agreement rather than stepping into the seller's older one — which can mean different royalties, territory language or renovation obligations than the unit ran on before. Comparing the two forms is part of our review, so you price the deal on the terms you'll actually operate under.
No open-ended hourly surprises — the cost is confirmed in writing before any work begins.
| Type of work | Fee | How it's confirmed |
|---|---|---|
| Straightforward purchase or sale | Starting from $3,388.87 Our charges · taxes included | Confirmed in writing once we see the agreement. |
| Larger or more complex deal | Quoted to scope | Short call → fixed written quote before any work begins. |
| Searches, filings & third-party fees | At cost | Itemized on your invoice, not marked up. |
A single quick-service, personal-care or retail franchise unit in BC changing hands between an outgoing and incoming owner-operator — one location, one lease, one franchisor consent.
Start my file →A multi-unit BC franchise group, a resale with real property attached, or a deal where the franchisor's involvement takes the transfer outside the disclosure exemption's conditions.
Book a consultation →Not sure which you are? That's our job to figure out, not yours. As a rough guide, most deals under a couple of million dollars are the first kind — above that, you're usually in Mergers & Acquisitions territory.
We are an independent law firm and are not affiliated with any franchisor.
Tell us about your British Columbia franchise resale — we'll point you the right way and confirm the cost in writing before any work begins.