Thai Express runs almost entirely inside Ontario shopping-centre food courts as part of MTY Food Group's network — which means a resale usually means negotiating directly with the mall's own strict assignment and design-refresh rules, and, for operators who hold several MTY-family units, carving one location cleanly out of a larger portfolio.
Thai Express resales follow the franchisor's own approval process on top of the usual purchase mechanics — here's how the two run together.
Getting approved
Buyer and seller sign, with a deposit held in trust and conditions built around franchisor consent and the mall's own assignment process.
1–2 weeks†MTY Food Group reviews the incoming operator's application and financial qualification, and considers any right of first refusal.
3–6 weeks†A franchise disclosure document may still be required even where the deal is framed as a private resale — Ontario courts read the resale exemption narrowly, so this gets confirmed early rather than assumed.
assessed early, in parallel†Getting to closing
Most Thai Express units sit inside a shopping-centre food court, often documented as a licence to occupy rather than a conventional lease — the property manager's own consent and design-refresh rules typically run alongside the franchisor's.
3–8 weeks†The incoming owner, or a designated manager, typically completes MTY's operator training before or shortly after taking over.
1–3 weeks†Funds, keys, and signed documents change hands; we track final franchisor and property-manager sign-off through to completion.
1 day, plus a short tail†Listed on MTY Food Group's official franchise-directory recruitment page
Widely represented in Ontario food courts and malls as part of MTY's national network
This is the first real decision in a Thai Express resale — and it changes what you're buying, what you're taking on, and how the franchise agreement moves.
| Question | Asset purchase | Share purchase |
|---|---|---|
| What you buy | The location's assets — kitchen equipment, leasehold improvements, inventory, and the benefit of the existing franchise agreement, subject to consent. | The shares of the operating company — every location it holds, and everything it owes. |
| Franchisor consent & ROFR | Required for this specific location, and typically the pacing condition on the whole deal. | Required for the change of control itself — MTY reviews who is actually taking over the company. |
| The premises | Needs consent to assign — often documented as a licence to occupy rather than a conventional lease, with the mall's own assignment and renovation rules. | Usually stays in place unless the licence or lease has its own change-of-control clause. |
| Multi-unit carve-out | A single unit can generally be sold on its own, separated cleanly from any other MTY-family locations the seller holds. | Selling one unit out of a company that holds several requires the agreement to carve that unit out without disturbing the others. |
| Tax angle | Buyer gets a stepped-up cost base on the assets purchased. | Seller may access the lifetime capital gains exemption on qualifying shares. |
| Typical use for a Thai Express location | The default for a single food-court unit changing hands. | More common where an operator holds several MTY-family units under one company. |
The location's assets — kitchen equipment, leasehold improvements, inventory, and the benefit of the existing franchise agreement, subject to consent.
The shares of the operating company — every location it holds, and everything it owes.
Required for this specific location, and typically the pacing condition on the whole deal.
Required for the change of control itself — MTY reviews who is actually taking over the company.
Needs consent to assign — often documented as a licence to occupy rather than a conventional lease, with the mall's own assignment and renovation rules.
Usually stays in place unless the licence or lease has its own change-of-control clause.
A single unit can generally be sold on its own, separated cleanly from any other MTY-family locations the seller holds.
Selling one unit out of a company that holds several requires the agreement to carve that unit out without disturbing the others.
Buyer gets a stepped-up cost base on the assets purchased.
Seller may access the lifetime capital gains exemption on qualifying shares.
The default for a single food-court unit changing hands.
More common where an operator holds several MTY-family units under one company.
We tell you which structure fits — before you sign anything.
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 Thai Express food-court unit changing hands between one buyer and one seller, with a standard consent process on both the franchisor and mall side.
Start my file →An operator holding several MTY-family brands under one company selling just the Thai Express unit, or a mall consent process running long enough to affect your closing date.
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.
Many food-court spaces are documented as a licence to occupy rather than a conventional commercial lease, which changes how assignment actually works and who has to consent. We check which one applies to your specific location before you rely on standard lease-assignment assumptions.
Generally, yes — a single unit can usually be carved out and sold on its own, but the purchase agreement needs to separate that location cleanly from the others the company operates, so the remaining units and their agreements aren't disturbed.
Not necessarily. Ontario courts have read the resale-disclosure exemption narrowly, and franchisor involvement in the resale can be enough to trigger a full disclosure requirement anyway. Whether it applies to your deal gets confirmed early, not assumed from the word 'resale.'
It can step in and buy the location itself, on the same terms you negotiated, instead of letting your purchase proceed. It's a standard clause in most franchise systems, and it's built into the deal timeline from the start so it doesn't surprise you late.
Usually, yes — most mall landlords treat a change of operator the same way whether the space sits under a lease or a licence to occupy, and require their own consent alongside the franchisor's. We confirm which document governs your unit early so both approvals move in parallel.
Related
Where we close franchise resale deals
Treadstone Law is an independent law firm. We act for buyers and sellers of franchise businesses. We are not affiliated with, endorsed by, or retained by Thai Express or its franchisor.
Tell us about your Thai Express resale — we'll point you the right way and confirm the cost in writing before any work begins.