Ottawa's government-adjacent tech and IT-services sector anchors a region running through Kingston's institutional and healthcare economy to the small-town retail, restaurants and construction businesses of the United Counties east to the Quebec border. We tell you which structure fits, and what it costs, before any work begins.
Every figure below traces to a named public source — no estimates, no filler.
†Typical patterns across Ontario deals — not a quote or advice; every deal is confirmed on its own facts.
The same sequence underlies almost every owner-run Ottawa & Eastern Ontario 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 this region it's often a client's MSA change-of-control clause or a college's Certificate of Authorization that sets the pace, more than the landlord.
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; an HST s.167 election may apply. | 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 Ottawa & Eastern Ontario | Most United Counties retail, restaurant and small-town construction deals — a buyer taking equipment, a lease and a name. | Common in IT/MSP and dental or medical practice sales, to keep client contracts or professional-corporation status intact. |
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; an HST s.167 election may apply.
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 United Counties retail, restaurant and small-town construction deals — a buyer taking equipment, a lease and a name.
Common in IT/MSP and dental or medical practice sales, to keep client contracts or professional-corporation status intact.
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 Ottawa & Eastern Ontario — 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.
Ottawa's economy runs on government, federal contracting and a dense tech and IT-services sector centred on Kanata, with a strong base of dental, medical and professional-services practices serving the National Capital Region.
Kingston's institutional and healthcare economy — hospitals, Queen's University, corrections — supports a steady base of dental/medical practice, restaurant and retail business sales serving Eastern Ontario.
Client service agreements often include a consent-required assignment or change-of-control clause, so those contracts generally can't just carry over silently to a new owner — the client's sign-off is usually needed. Vendor partner agreements, like a Microsoft or cloud-security partnership, can also require their own re-approval. We map out which of your target's contracts need advance notice before you set a closing date.
Mainly because of the college approval timeline — a new or updated Certificate of Authorization is a standard closing condition, and that process typically takes longer than a liquor licence transfer or a lease assignment. Associate agreements and patient-record transfer terms also take real negotiation time. We build your closing date around a realistic college timeline rather than an optimistic one.
It can — a business with meaningful federal or public-sector contract revenue often has its own assignment or change-of-control terms buried in those agreements, which is worth checking early rather than assuming they transfer automatically. This is a common enough pattern in Ottawa's economy that we look for it as a matter of course. We flag it as part of your standard contract-assignability review.
A liquor licence generally needs to be transferred or newly applied for through AGCO when a restaurant changes hands — it isn't automatic. The municipal health unit typically also wants to inspect before the new owner reopens. We track both processes so your opening date isn't at the mercy of two separate approvals.
Most owner-run construction and trades deals close in about 45 to 90 days from a signed agreement, largely because of work-in-progress valuation, WSIB clearance, and any financed-equipment payouts. Businesses further from Ottawa sometimes need a little extra lead time for local searches and signings. We build a realistic timeline once we know your specific deal.
| Resource | Official link |
|---|---|
| Ottawa business licensing | Visit www.ottawa.ca |
| Kingston business licensing | Visit www.cityofkingston.ca |
| Belleville business licensing | Visit www.belleville.ca |
| College of Physicians and Surgeons of Ontario | Visit www.cpso.on.ca |
| Royal College of Dental Surgeons of Ontario | Visit www.rcdso.org |
| WSIB clearance certificates | Visit www.wsib.ca |
Industries we cover
Adjacent regions
Acting for buyers and sellers across Ottawa & Eastern Ontario: Ottawa · Kingston · Belleville · Cornwall · Quinte West · Clarence-Rockland · Prince Edward · Brockville · South Frontenac · Russell · Petawawa · North Grenville · Loyalist · Greater Napanee.
Tell us about your Ottawa & Eastern Ontario deal — we'll point you the right way and confirm the cost in writing before any work begins.