The short answer
In British Columbia, ask for two clearances before you pay. Without a PST clearance certificate you can be liable for PST the seller still owes, and a WorkSafeBC clearance letter protects you if the seller owes premiums. The steps run in order: lender, business, letter of intent, records, closing. BDC says to allow at least six months.
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What are the steps to buy a business in BC?
Work through the steps below one at a time. BDC, Canada's bank for entrepreneurs, puts the whole path at six months or more, from deciding to buy to closing. Step six is where BC's own rules come in: the PST clearance certificate and the WorkSafeBC clearance letter.
For a sense of supply, Statistics Canada's survey for the third quarter of 2026 found that 19.7% of BC businesses intend to sell or transfer ownership within the next ten years, and that 30.0% of those expect to do it within two years.
- Talk to a lender first. BDC says to meet lenders before you approach a business, so you do not negotiate a deal you cannot finance. BDC does not prequalify buyers. It reviews a request once you have a business and the main terms.
- Find the business. Use your contacts, your accountant, a broker or a listing site, or ask us to go and find the business you described. The seller is always told.
- Sign a letter of intent. BDC says it should name a price range, the seller's promise to provide the records, the terms for confidentiality, and how long you can negotiate before the seller talks to anyone else. It is not a binding offer.
- Read the records. This is due diligence, a legal and a financial review. BDC says it can run six to 12 weeks or longer.
- Agree the price and the structure. You settle the price, and whether you buy shares or assets.
- Get your clearances. A PST clearance certificate, a WorkSafeBC clearance letter, and a search for liens against the equipment.
- Sign the purchase agreement and close. Your lawyer papers the deal and your accountant advises on tax. Both are yours to choose. BDC says the agreement covers the scope of the deal, payment terms, indemnities and warranties.
- Take over. Tell the CRA, because you may need a new business number. Apply for the licences the business depends on, and file any change of directors.
Should I buy the shares or the assets?
It depends on the deal. BDC says buyers may want assets because of the tax benefits, while an owner selling shares may be able to use the lifetime capital gains exemption. In a share purchase you buy the company, and it carries on as it is. In an asset purchase you buy the equipment, stock, name and customers you agree on, and the seller keeps the company.
| Topic | Buying shares | Buying assets |
|---|---|---|
| Tax value of what the company owns | Does not change. | You split the price between each asset, the inventory and goodwill, and claim capital cost allowance, the tax deduction for wear on equipment, on those amounts. |
| GST | Generally none. | Charged unless you and the seller elect on Form GST44. |
| PST | None. Shares of a business are not taxable. | Generally 7 percent on taxable goods and software, such as shop equipment and computers. Vehicles have their own rates, which depend on the price and on who sells the vehicle. |
| Consumer Protection BC licence | A notice of change form, registry documents, criminal record checks for new officers or shareholders, and fees. | A new licence application, because licences are not transferable from one company to another. |
| Company filings | A notice of change of directors within 15 days if the directors change, and a transparency register update within 30 days if the people who control 25 percent or more of the shares change. | None for you, because you are not buying the company. |
Your accountant tells you which one costs you less.
Do I pay GST when I buy a business?
On shares, generally no. On assets, yes, unless you and the seller jointly elect to have no GST/HST payable on the sale. The election has conditions:
- You buy all or substantially all, at least 90 percent, of the property needed to carry on the business, not only individual assets.
- You can continue to operate the business with that property.
- It cannot be used if the seller is registered for GST/HST and you are not.
- You file Form GST44 on or before the day your GST/HST return is due for the first reporting period in which you would otherwise have paid the tax.
GST/HST still applies to the seller's taxable services, to leases and licences of property, and, if you are not registered, to a taxable sale of real property.
Does PST apply when I buy a business in BC?
Yes on taxable assets, no on shares. BC's general PST rate is 7 percent, and it is separate from the GST.
- Taxable: vehicles, shop equipment, appliances, computer hardware, shelving, software, furniture, office equipment and tools used to perform your services. Machinery fixed to a building can be taxable too.
- Not taxable: accounts receivable, goodwill, inventory bought for resale, real property and shares. To buy inventory without PST, give the seller your PST number or a completed Certificate of Exemption, General (FIN 490).
- The value put on goodwill has to be reasonable. You cannot raise the goodwill and lower the taxable assets below their fair market value to avoid PST.
- If the seller does not charge PST on the taxable assets, you report and pay it yourself on your next PST return. If your new business has to collect PST, it must be registered before its first taxable sale or lease in BC.
Tell us what you want to own. A Senior Deal Advisor goes and finds the business you described, and the seller is always told.
Join the Buyers Market ClubWhat records should I ask the seller for?
BDC lists what to review. On the money side: statements prepared by an accountant for at least the past three to five years, year to date statements and the same period last year, tax returns, bank statements, budgets and forecasts, and records of margins, sales by customer, inventory, receivables, payables, staff turnover and all assets. On the legal side: leases, employment contracts, customer and supplier agreements, licences and permits, corporate documents such as the certificate of incorporation, bylaws and shareholder agreements, and any lawsuits. See whether the tax returns match the statements.
What should I get from the province and WorkSafeBC before I pay?
Ask for two clearances and have the equipment searched for liens, so the seller's debts do not become yours.
PST clearance certificate. The BC government says a purchaser should have one before buying a business. It shows the seller has paid all PST owing, with penalties and interest. Without one, you are liable for an amount equal to any PST the seller still owes. The seller can order copies and give you one, or you can request a copy, online or on Form FIN 447, with the seller's consent.
WorkSafeBC clearance letter. If you are buying assets, contact WorkSafeBC first. If the seller owes premiums, the assets may be subject to a lien in favour of WorkSafeBC, and a clearance letter protects you against it. You ask for this one by phone or fax, not online.
A search for liens. BC's personal property registry records liens against vehicles and other personal property. The BC government says to make sure personal property has no liens registered against it before you buy it privately. Have the registry searched before you pay.
What happens to the staff?
Their employment carries on. Under BC's Employment Standards Act, if all or part of a business is disposed of, its employees' employment is treated as continuous and not interrupted by the sale. BDC says the biggest risk in an acquisition is typically the transition: when the owner leaves, do the customers leave too? Meet the key employees to learn whether they plan to stay.
Do the licences and permits move to me?
Not on their own. Ask each issuer before you close.
- Consumer Protection BC issues licences to some businesses, for example home inspection, travel, funeral services and payday loans. The seller must tell it in advance of a sale. After an asset sale you need a new licence. After a share sale the company sends a notice of change form with criminal record checks for new officers or shareholders.
- Technical Safety BC issues licences to electrical contractors. A licence names one field safety representative at a time, and a gap or overlap between representatives suspends the licence. If the owner is that person, ask Technical Safety BC how the licence moves to the new owner.
- Your city has its own business licence. Kelowna treats a change of ownership much like a new application and says it may trigger new inspections. Vancouver transfers a licence only to the same type of business, once a calendar year.
What if the sale includes land, a building or a lease?
A licensed commercial realtor handles that part of the deal, never us. BCFSA, the regulator behind BC's real estate licensing, says business sales often include a trade in real estate, such as the sale of land or the transfer of a lease. BDC says to make sure the lease can be assigned to you.
If you buy land registered at the Land Title Office, you pay property transfer tax unless an exemption applies. The general rate is 1 percent of the fair market value up to $200,000, 2 percent on the part from $200,000 to $2,000,000, and 3 percent on the part above $2,000,000. A further 2 percent applies only to residential value above $3,000,000. PST does not apply to land or buildings.
What do I file when I buy shares?
If the directors change, the company must file a notice of change of directors within 15 days. A BC private company also keeps a transparency register of the people who own or control 25 percent or more of its shares or votes, and must record new information within 30 days after it becomes aware of it.
How do I pay for it?
Most deals mix three sources: your own money, a loan, and part of the price paid to the seller over time. BDC's rule of thumb in a 2021 article was a down payment of 20 to 30 percent, and its loan page says the amount depends on the deal. The federal Canada Small Business Financing Program backs loans for property, equipment, intangible assets and working capital, but its rules do not list the purchase of shares. See our guide on paying for a business.
What should I pay?
The price follows what the business earns, not what it sells. BDC says the most common method is a multiple of EBITDA, and for a small to medium sized business the multiple could range between three and six times, depending on market conditions. See our guide on how many times profit a small business is worth.
Questions buyers ask
How long does it take to buy a business in BC?
Do I pay PST if I buy a company's shares?
What is a PST clearance certificate?
Can I buy a business with none of my own money?
Do I need a new business licence from my city?
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Join the Buyers Market ClubSources
- Buying a business, Canada Revenue Agency, page dated 5 May 2026, read 21 October 2026.
- Buying and selling a business, Government of British Columbia, last updated 31 July 2026, read 21 October 2026.
- Small business guide to PST, Government of British Columbia, page dated 1 October 2026, read 21 October 2026.
- Line 25400 Capital gains deduction, Canada Revenue Agency, page dated 5 February 2026, read 21 October 2026.
- Get a clearance letter, WorkSafeBC, read 21 October 2026.
- Personal property liens and searches, Government of British Columbia, last updated 13 August 2026, read 21 October 2026.
- Employment Standards Act, section 97, BC Laws, Government of British Columbia, current to 13 October 2026, read 21 October 2026.
- Selling your business?, Consumer Protection BC, read 21 October 2026.
- Electrical Licences, Technical Safety BC, read 21 October 2026.
- Sale of a Business (guideline), BCFSA, page dated 14 July 2022, read 21 October 2026.
- Property transfer tax, Government of British Columbia, last updated 3 December 2025, read 21 October 2026.
- Business Corporations Act, sections 119.2 to 119.41 and 127, BC Laws, Government of British Columbia, current to 13 October 2026, read 21 October 2026.
- Change of business ownership, City of Kelowna, read 21 October 2026.
- Transfer your business licence, City of Vancouver, read 21 October 2026.
- What are the steps to buying a business?, BDC, updated 28 July 2025, read 21 October 2026.
- How to conduct due diligence when buying a business, BDC, updated 24 November 2025, read 21 October 2026.
- Business Purchase or Transfer Financing, BDC, read 21 October 2026.
- What is the minimum down payment to buy a business?, BDC, published 11 March 2021, read 21 October 2026.
- How to finance a business acquisition, BDC, read 21 October 2026.
- How to value a business you'd like to acquire, BDC, updated 28 July 2025, read 21 October 2026.
- How to minimize taxes when transferring shares in your corporation, BDC, updated 4 October 2022, read 21 October 2026.
- Canada Small Business Financing Regulations (SOR/99-141), Justice Laws, Government of Canada, current to 30 September 2026, read 21 October 2026.
- How the Buyers Market Club works, Succession Market, buy page, read 21 October 2026.
- PST on Vehicles (Bulletin PST 308), Government of British Columbia, revised August 2026, read 21 October 2026.
- Intentions and timeline for businesses to sell or transfer ownership within the next 10 years, third quarter of 2026, Statistics Canada, table 33-10-1196-01, released 31 August 2026, read 29 October 2026.
Who publishes this
Succession Market publishes this guide from Kelowna, British Columbia. We help owners navigate the sale of their business.
This guide is general information, not tax or legal advice for a particular purchase. Your lawyer papers the deal and your accountant advises on tax. Both are yours to choose.