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. 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)

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, where your transaction meets the requirements of a sale of business as a going concern then GST may not be required. However, the Seller and the Purchaser must agree in writing, before the sale, that the transaction is a sale of a business as a going concern.

To learn more about GST and sale of business as going concern click here.

To learn more about GST for small business click here.

Base Purchase Price: $0.00

(GST - 10%)
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