Governing Law

A legal document will typically be governed by the laws of the jurisdiction where the business operates or where the assets are located.

Transaction Type

There may be tax implications involved in selling your corporation as a sale of Assets or as a sale of Shares. If you are uncertain which is the best option for you then check with your accountant.

Output Format

You may choose from two different output formats for this document.
A Purchase of Business Agreement is a binding contract with rights and obligations for each party.

A Letter of Intent is NOT binding on either party and is only an expression of an intent to continue negotiations in good faith.

Business Information

Answer the following questions concerning the business that is being sold:
(e.g. Salman Ltd.)

(e.g. Albert's Automotive.)

(e.g. 1430 - 103 St., Regina, SK, S2K 1S1)

(e.g. retail automotive sales, oilfield welding and fabrication)

Indicate if the Business is a registered corporation.

Purchaser Information

Enter the name, address and other seller specific information for each Purchaser.

Purchaser Information

(e.g. Sally T. Smith)
(e.g. 1430 - 103 St., Regina, SK, S2K 1S1)

Assets and Purchase Price

Assets to be Sold (All amounts shown in Canadian Dollars-$)

Base Purchase Price: $0.00

Excluded Assets
These assets are excluded from the sale.

Taxes and Totals

GST may not be required depending on your circumstance. For example, GST may not be required where the Purchaser is acquiring 90% or more of the property necessary to continue carrying on the business. However a joint election must be made by the Seller and the Purchaser. To learn more about GST and Purchase of Business click here.

Important: Avoid a nasty surprise later. If you are uncertain how to proceed with GST/HST, you may apply to the Canada Revenue Agency, at no cost, for a ruling specific to your situation. For more information on GST/HST rulings click here.

Base Purchase Price: $0.00

(GST - 5%)
Total Purchase Price: $0.00

Note: Taxation information is provided only as a guide. Consult regulations specific to your region.

Payment Terms

Specific Clauses and Warranties to Include

Representations and Warranties

Conditions Precedent


Assumed Liabilities


Additional Clauses

Signing Details