E-commerce and direct-to-consumer brands sell without a lease, a landlord, or usually much staff at all, which makes them faster to close than almost any other business sale. What takes the place of those familiar steps is a different set of transfers: the marketplace account, the domain and brand, the supplier relationships, and the customer list, several of which the platform itself has a say in.
Part of Technology & Digital — 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's actually being valued | Brand, domain, supplier relationships, and marketplace account standing typically carry more of the value than any physical asset — there's often little more than inventory and a laptop to point to otherwise.† | Price the business on its digital assets and relationships, not a physical-asset list that barely exists. |
| Platform consent is not automatic | Marketplace and payment-platform accounts are governed by the platform's own terms of service, which commonly restrict or condition account transfer rather than allowing it freely.† | Confirm what the platform itself will actually allow before you assume the account transfers with the business. |
| Supplier and fulfillment terms move the timeline | Supplier agreements and third-party logistics (fulfillment) contracts often include their own consent or notice requirements that can pace the deal more than anything else.† | Check supplier and 3PL contracts early — they can be the real bottleneck, not the legal paperwork. |
| Customer data has real, conditioned value | An engaged customer list and its associated ad-platform data are genuine transferable value, but that transfer carries the same privacy obligations the business owed its customers when it collected the data.† | Treat the customer database as an asset with strings attached, not a free extra to the deal. |
Marketplace and payment platforms typically restrict or condition how their accounts can be transferred under their own terms of service — that gets checked directly with the platform, not assumed from how the business operates today.
Customer data transfers along with the business, but under the same privacy commitments the business made when it collected that data in the first place — the sale doesn't reset those obligations.
Supplier and fulfillment agreements can carry their own consent requirements, and because these businesses run lean on physical infrastructure, that contract layer often matters more than any lease ever would in a traditional retail deal.
The same sequence underlies almost every e-commerce or dtc 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 e-commerce or dtc 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†Marketplace accounts, Domain & IP, Supplier/3PL agreements, Customer data (PIPEDA), Ad accounts all start moving at once, on separate clocks — this is usually where e-commerce or dtc 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 e-commerce or dtc 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 — the brand and IP, the domain, inventory, supplier and 3PL agreements, and marketplace account standing. | The shares of the corporation itself — everything it owns, and everything it owes. |
| Seller's liabilities | Generally stay behind with the seller's existing corporation. | Generally come with the company, known and unknown, including past platform or customer disputes. |
| Marketplace accounts | Transfer is governed by the platform's own terms, sometimes restricted, sometimes conditioned on the platform's approval. | Can sometimes stay in place more simply, since the corporate entity holding the account doesn't change. |
| Domain & IP | Assigned directly to the buyer — trademark, domain registration, and brand assets change hands as part of the sale. | Stays with the corporation automatically, without a separate assignment step. |
| Supplier/3PL agreements | Assigned or re-contracted individually, sometimes requiring the supplier's or fulfillment provider's consent. | Generally stay in place, since the contracting party — the corporation — doesn't change. |
| 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 an e-commerce deal | The default for most e-commerce and DTC brand sales. | Less common — sometimes preferred where platform accounts or supplier terms are genuinely hard to reassign. |
The business's assets — the brand and IP, the domain, inventory, supplier and 3PL agreements, and marketplace account standing.
The shares of the corporation itself — everything it owns, and everything it owes.
Generally stay behind with the seller's existing corporation.
Generally come with the company, known and unknown, including past platform or customer disputes.
Transfer is governed by the platform's own terms, sometimes restricted, sometimes conditioned on the platform's approval.
Can sometimes stay in place more simply, since the corporate entity holding the account doesn't change.
Assigned directly to the buyer — trademark, domain registration, and brand assets change hands as part of the sale.
Stays with the corporation automatically, without a separate assignment step.
Assigned or re-contracted individually, sometimes requiring the supplier's or fulfillment provider's consent.
Generally stay in place, since the contracting party — the corporation — doesn't change.
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 e-commerce and DTC brand sales.
Less common — sometimes preferred where platform accounts or supplier terms are genuinely hard to reassign.
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-brand online store with one marketplace or Shopify presence, straightforward supplier relationships, and one buyer stepping in.
Start my file →A multi-brand or multi-marketplace operation, a business with significant supplier or 3PL renegotiation needed, or a deal where platform account transfer itself needs to be worked through before terms are final.
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.
Not automatically — the platform's own terms of service govern whether and how the account can change hands, and that can range from a straightforward process to real restrictions. Confirming what the specific platform actually allows is one of the first things worth checking, not something to assume from how smoothly the business is running today.
It typically transfers as part of the sale, but under the same privacy commitments the business made when it originally collected that data. The change in ownership doesn't reset those obligations, and how that's handled gets built into the transaction.
There's usually no lease to assign, no landlord to negotiate with, and often minimal staff, so several of the slowest-moving pieces in a typical business sale simply aren't part of the deal. What replaces them — platform consent, supplier terms — still needs real attention, but the overall timeline tends to be shorter.
Where the business imports inventory, import and customs compliance is worth reviewing as part of diligence — it's a real cost and risk factor that a domestically sourced business simply doesn't carry.
That gets identified in diligence, and the fix is usually a direct conversation with the supplier, either securing consent to assign, or re-contracting fresh with the buyer. It's worth knowing before closing, not discovering after.
| Resource | Official link |
|---|---|
| Office of the Privacy Commissioner of Canada PIPEDA and customer-data transfer | Visit www.priv.gc.ca |
| Canadian Intellectual Property Office Trademark and domain-related IP | Visit ised-isde.canada.ca |
| Canada Border Services Agency Customs and import compliance | Visit www.cbsa-asfc.gc.ca |
Where we close e-commerce or dtc business deals
Tell us about your e-commerce or dtc business deal — we'll point you the right way and confirm the cost in writing before any work begins.