General contracting, HVAC, electrical, plumbing, and roofing businesses sell on their backlog as much as their tools — the work already booked, the crews who can deliver it, and the trade licences that make the whole thing legal to operate. None of those licences come with the sale automatically, and a WSIB clearance certificate is the closing condition almost every one of these deals turns on.
Part of Trades & Construction — see the family overview.
Every figure below is a typical Canadian deal-market pattern, not a valuation — use it to sanity-check what you're being told.
| Metric | Typical benchmark | Use this to |
|---|---|---|
| What the price is actually built on | Backlog — signed, unstarted work — and work-in-progress on active jobs typically carry as much weight in valuation as hard assets and equipment.† | Value the pipeline of committed work, not just the trucks and tools sitting in the yard. |
| Financed equipment is common, not the exception | A meaningful share of equipment in this sector is financed or leased rather than owned outright, which changes what a buyer is actually acquiring free and clear.† | Separate what's owned outright from what still carries a lien or lease obligation. |
| WSIB standing is a closing gate | A clean WSIB clearance certificate is treated as a standard closing condition across this sector, not an optional nicety.† | Confirm clearance status early — an issue here can stall a closing date that's already been set. |
| Licensing doesn't travel with the sale | Trade licences attach to a qualified individual, not the company — the buyer's own qualified person has to requalify the firm before it can legally operate under that trade.† | Line up your qualified person before closing, not after. |
A WSIB clearance certificate is a standard, near-universal closing condition in this sector — confirming it early avoids a late surprise that stalls an otherwise-ready closing.
Trade licensing doesn't automatically transfer with the corporation — the buyer's own qualified person has to requalify the firm, and that timeline needs to be built into the deal from the start.
Backlog and work-in-progress valuation is where these deals are actually negotiated — verifying which jobs are truly signed, and at what margin, matters more than the equipment list.
The same sequence underlies almost every construction or trades business deal — what changes from deal to deal is how long each step takes, and which one becomes the bottleneck.
Reaching an agreement
The offer sets price and key terms — for a construction or trades business it should build in the conditions that actually matter from day one, not just financing.
usually 1–2 weeks†The APS fixes price, structure — asset or share — and closing date, plus the reps, warranties, and holdbacks that protect you if diligence turns up something different than promised.
1–3 weeks to negotiate†WSIB clearance, Trade licences (requalify), Equipment & PPSA, WIP/backlog contracts, Bonding all start moving at once, on separate clocks — this is usually where construction or trades business deals are won or lost.
often the critical path†Getting to closing
Corporate, PPSA lien, and litigation searches confirm what you're actually buying; we chase down licence standing and records the seller doesn't always have to hand.
2–4 weeks, in parallel†Funds, keys, and signed documents change hands, alongside any inventory count and interim authorizations that bridge the gap until final transfers are confirmed.
1 day, once conditions are met†We track final licence confirmation and the staff transition through to completion — nothing is left for you to chase once the deal is done.
1–2 week tail†This is the first real decision in almost every construction or trades business 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, vehicles, backlog and work-in-progress contracts, the trade name, and goodwill. | The shares of the corporation itself — everything it owns, and everything it owes, including past-project liability. |
| Seller's liabilities | Generally stay behind with the seller's existing corporation. | Generally come with the company, known and unknown, including past-project warranty exposure. |
| Trade licensing | Does not transfer — the buyer's qualified person requalifies the firm under their own credentials. | The corporation may keep its licensing status if the seller's qualified person stays on; requalification is still needed if they don't. |
| WSIB clearance | A clearance certificate is typically obtained and reviewed as a condition of closing. | Clearance is reviewed the same way, alongside a look at the corporation's full claims history. |
| Backlog & WIP | Assigned to the buyer deal by deal, with client consent sometimes required depending on the contract. | Stays with the corporation automatically — no individual contract assignment needed. |
| 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 in a construction/trades deal | The default for most single-owner contracting and trades businesses. | Less common — sometimes preferred to keep bonding capacity or existing contracts intact without reassignment. |
The business's assets — equipment, vehicles, backlog and work-in-progress contracts, the trade name, and goodwill.
The shares of the corporation itself — everything it owns, and everything it owes, including past-project liability.
Generally stay behind with the seller's existing corporation.
Generally come with the company, known and unknown, including past-project warranty exposure.
Does not transfer — the buyer's qualified person requalifies the firm under their own credentials.
The corporation may keep its licensing status if the seller's qualified person stays on; requalification is still needed if they don't.
A clearance certificate is typically obtained and reviewed as a condition of closing.
Clearance is reviewed the same way, alongside a look at the corporation's full claims history.
Assigned to the buyer deal by deal, with client consent sometimes required depending on the contract.
Stays with the corporation automatically — no individual contract assignment needed.
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 most single-owner contracting and trades businesses.
Less common — sometimes preferred to keep bonding capacity or existing contracts intact without reassignment.
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 single-owner contracting or trades business with one crew, straightforward equipment, and one buyer stepping in.
Start my file →A business with active bonding, multiple active job sites and significant backlog, or a buyer who needs time to line up their own qualified person before the trade licence can requalify.
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.
†Typical patterns across Canadian deals — not a quote or advice; every deal is confirmed on its own facts.
You need a qualified person — that can be you, or someone you employ — to requalify the firm under the relevant trade licence, since licensing attaches to the individual, not the company. That requalification is worth starting early, since it doesn't happen automatically at closing.
It's treated as a standard closing condition across construction and trades deals, partly because WSIB liability can attach to a business's operations in ways that matter to a buyer. Confirming clearance early avoids finding out about an issue after you're already committed to a closing date.
It's typically reviewed job by job, confirming what's genuinely signed and committed, at what margin, and whether client consent is needed to assign it to the buyer. That's usually a bigger part of the real diligence than the equipment list.
Not automatically. Where the business carries surety bonds, the bonding company reviews the change of ownership itself, and you may need to establish your own relationship rather than simply inheriting the seller's capacity.
On an asset sale, that exposure generally stays behind with the seller's existing corporation. On a share sale, it comes with the company, which is one reason structure gets chosen deliberately in this sector, not by default.
| Resource | Official link |
|---|---|
| WSIB — clearance certificates Business account standing and clearance | Visit www.wsib.ca |
| Skilled Trades Ontario — trade licensing Trade certification and licence status | Visit www.skilledtradesontario.ca |
| Electrical Safety Authority Electrical trade licensing | Visit www.esasafe.com |
| TSSA — gas licensing Gas trade licensing | Visit www.tssa.org |
| Personal Property Security Registration (PPSR) Equipment and vehicle lien searches | Visit www.ontario.ca |
Where we close construction or trades business deals
Tell us about your construction or trades business deal — we'll point you the right way and confirm the cost in writing before any work begins.