From Lower Mainland restaurants and trades companies to Island tourism operators and Okanagan wineries, British Columbia's owner-run businesses change hands in deals with their own provincial mechanics — BC PST on purchased assets, WorkSafeBC clearance, and licence transfers that run through BC's own regulators. We handle the legal side end to end, online, with the cost confirmed in writing before any work begins.
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.
The same sequence underlies almost every owner-run British Columbia deal — what changes from deal to deal is how long each step takes.
Reaching an agreement
Buyer and seller agree on price and key terms, usually informally, before lawyers draft anything binding. We review before you sign — even a "non-binding" LOI can lock in terms you didn't mean to fix.
usually 1–2 weeks†The APS sets out price, structure (asset or share), conditions, and closing date. We draft or review it and negotiate the protections — reps, warranties, holdbacks — that actually matter for your deal.
1–3 weeks to negotiate†Corporate, PPSA lien, litigation, and licence searches confirm what you're actually buying. We chase the seller's lawyer, the registries, and any regulator whose sign-off your deal needs.
2–4 weeks, in parallel†Getting to closing
Landlord, franchisor, lender, and licensing-body sign-offs are chased in parallel with the paperwork. In BC, the provincial pieces — a PST clearance on the seller's account, a WorkSafeBC letter, and any LCRB licence transfer — run alongside the landlord's consent rather than after it.
often the critical path†Funds, keys, and signed documents change hands. We coordinate directly with both sides' lawyers and the lender so nothing is left to a last-minute phone call.
1 day, once conditions are met†Registrations, licence transfers still in progress, and any post-closing deliverables — like a holdback release — get tracked to completion, not left for you to chase.
1–2 week tail†This is the first real decision in almost every deal — and it changes what you're buying, what you're taking on, and how it's taxed.
| Question | Asset purchase | Share purchase |
|---|---|---|
| What you buy | The business's assets — equipment, inventory, lease, goodwill, name. | The shares of the company itself — everything it owns, and everything it owes. |
| Seller's liabilities | Generally stay behind with the seller's corporation. | Generally come with the company, known and unknown. |
| Tax angle — seller | Straightforward proceeds treatment in most cases. | May qualify for the lifetime capital-gains exemption on qualifying small business shares. |
| Tax angle — buyer | A stepped-up cost base on assets bought; a GST s.167 election may apply, and BC PST can apply to some purchased assets. | Cost base carries over from the seller — a different position for the buyer. |
| Licences & contracts | Must generally be re-issued or assigned into the buyer's name. | Usually stay in place, since the corporation itself doesn't change. |
| Employees | Employment Standards Act continuity rules typically apply. | Employment generally continues uninterrupted — the employer doesn't change. |
| Typical use in British Columbia | Most restaurant, retail, trades and tourism deals — though in BC, used equipment and other tangible assets in the deal generally attract 7% PST, which gets planned for rather than discovered. | Common where licences, long leases or client contracts are the value — the corporation doesn't change, so BC PST on the assets themselves generally isn't triggered. |
The business's assets — equipment, inventory, lease, goodwill, name.
The shares of the company itself — everything it owns, and everything it owes.
Generally stay behind with the seller's corporation.
Generally come with the company, known and unknown.
Straightforward proceeds treatment in most cases.
May qualify for the lifetime capital-gains exemption on qualifying small business shares.
A stepped-up cost base on assets bought; a GST s.167 election may apply, and BC PST can apply to some purchased assets.
Cost base carries over from the seller — a different position for the buyer.
Must generally be re-issued or assigned into the buyer's name.
Usually stay in place, since the corporation itself doesn't change.
Employment Standards Act continuity rules typically apply.
Employment generally continues uninterrupted — the employer doesn't change.
Most restaurant, retail, trades and tourism deals — though in BC, used equipment and other tangible assets in the deal generally attract 7% PST, which gets planned for rather than discovered.
Common where licences, long leases or client contracts are the value — the corporation doesn't change, so BC PST on the assets themselves generally isn't triggered.
We tell you which structure fits — before you sign anything.
Different lists depending on which side of the deal you're on — both matter for how smoothly closing goes.
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 café or restaurant, a salon, a franchise unit, or a trades business in British Columbia — usually one buyer, one seller.
Start my file →A company with several owners or employees, bank financing, real estate, or a deal that needs negotiated protections before you sign.
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.
Each anchor municipality has its own deal-brief page — same process, local numbers.
Vancouver's small-business ownership base is concentrated in restaurants and hospitality, professional services such as legal, accounting, and consulting firms serving a dense downtown core, and technology, alongside import-export and logistics operations tied to the Port of Vancouver's Asia-Pacific trade.
As British Columbia's provincial capital, Victoria's small-business market includes tourism and hospitality operators serving a seasonal visitor base, including cruise ship arrivals, professional services firms working alongside government and legal institutions, and a smaller but active technology sector.
Kelowna's Okanagan Valley location supports a small-business base built around wineries and agri-tourism, tourism and hospitality tied to lake recreation, and orchard and vineyard agriculture, alongside construction and trades businesses that have grown with the region's population increase.
Owner-run trades and construction firms, trucking, warehousing and logistics operations — Surrey sits on major trucking corridors near the US border and Highway 1 — and a large multicultural food service, grocery and retail sector tied to the city's South Asian and broader immigrant business community make up most small-business changeovers.
Independent retail and restaurant operators anchor Metrotown and other retail centres, alongside a light-industrial and warehousing base.
Owner-run trade, food service, and retail businesses cluster around Asia-Pacific commerce and Vancouver International Airport, with restaurants, grocery and specialty retail, and logistics and distribution operations tied to airport cargo and cross-border trade changing hands most often.
Agriculture and agri-food businesses — dairy, poultry, berry farms, greenhouses, and food processors — dominate small-business transfers, alongside trades and construction contractors and transportation and trucking operations serving the Fraser Valley.
Retail and food-service operators around the Town Centre and big-box commercial nodes, along with trades and construction contractors and light-industrial businesses near the Fraser Mills and Maillardville area, make up the bulk of local owner-run business sales.
Agriculture operations — farms, nurseries, wineries — within the Township's Agricultural Land Reserve, equestrian-industry businesses from boarding to tack and feed suppliers, and trades, construction and retail businesses are the most common owner-run businesses changing hands.
As a transportation and distribution hub at the junction of two major highways and rail lines, trucking and logistics operators feature heavily in local business sales, alongside resource-services businesses supporting forestry and mining, and a tourism sector spanning hospitality, wineries, and outdoor recreation.
As the main service and retail hub for the mid-Vancouver Island region, independent retail and professional-service businesses dominate, alongside marine-industry operators — boat sales and service, marinas — and tourism and hospitality businesses tied to ferry traffic and visitor trade.
Forestry and resource-services businesses — sawmill-adjacent suppliers, equipment dealers, and trucking contractors — anchor the local economy, and the city's role as the main supply and service hub for northern BC supports a base of wholesale, distribution and trades businesses.
Generally yes on the tangible pieces — used equipment, fixtures, furniture and similar movable assets are taxable at 7% unless a specific exemption applies. Goodwill and real property sit outside PST entirely. If the seller is PST-registered they collect it; if not, the buyer self-assesses. It's a real number in BC asset deals, so we put it on the closing statement early instead of letting it surprise anyone.
BC's Employment Standards Act treats employment as continuous when a business is sold — service with the old employer counts as service with the new one, so notice and severance entitlements carry forward rather than resetting. That affects what a buyer is actually taking on, and it's part of how we price the risk in the agreement.
Typically yes. The LCRB's transfer process lets the establishment keep operating throughout, and once the transfer application is administratively complete the buyer becomes a 'deemed licensee' — able to operate under the licence before final approval lands. The key is starting the application early, which is exactly the kind of critical-path item we calendar at intake.
It's WorkSafeBC's confirmation that the seller's account is registered and premiums are paid. Without it, unpaid premiums can follow the assets you're buying as a lien. It costs nothing to request and closes off a genuine successor-liability exposure, so we treat it as standard diligence on every BC asset purchase.
Yes — an out-of-province corporation that carries on business in BC must register as an extraprovincial company within two months of starting to carry on business there. It's a filing, not a roadblock, and we fold it into the closing checklist so the corporate side is clean from day one.
It can. BC's Employer Health Tax applies to employers above an annual BC-payroll threshold — employers at or under $1,000,000 in BC remuneration are exempt, with rates phasing in above that. If the business you're buying carries meaningful payroll, EHT belongs in your operating math before you commit, and we flag it alongside the legal diligence.
The framework is the same as anywhere in Canada — liabilities, tax position, and licences drive it — but BC adds one distinctive input: PST on tangible assets in an asset deal, which a share deal generally doesn't trigger. That alone rarely decides the structure, but it changes the math, and we put both structures' numbers side by side before you sign anything.
| Resource | Official link |
|---|---|
| BC Registries and Online Services Corporate searches & filings | Visit www2.gov.bc.ca |
| LCRB — transfer a liquor licence Licence transfer process | Visit www2.gov.bc.ca |
| PST on buying or selling a business Provincial PST bulletin | Visit www2.gov.bc.ca |
| WorkSafeBC clearance letters Successor-liability protection | Visit www.worksafebc.com |
| Employer Health Tax overview Payroll tax thresholds | Visit www2.gov.bc.ca |
Industries we cover
Adjacent regions
Acting for buyers and sellers across British Columbia — Vancouver, Victoria and Kelowna page by page, and the rest of the province deal by deal.
Tell us about your British Columbia deal — we'll point you the right way and confirm the cost in writing before any work begins.