LAWCRESTBuying or selling a business lawyer in Mississauga
Buying or selling a business is one of the biggest transactions you will ever make. Lawcrest guides buyers, sellers and owners across Mississauga and the GTA through every stage, from the first conversation to closing, with clear advice and careful protection of your interests.
Get legal advice before you share confidential information or sign a letter of intent. The early documents shape the whole transaction.
416-830-3369A business sale is a legal and financial project
Buying or selling a business involves far more than agreeing a price. The structure of the deal, the contracts, the people, the taxes and the risks all need to be handled correctly.
A careful process protects buyers from hidden problems and protects sellers from unexpected claims after closing.
We act for buyers and sellers of small and medium businesses. We explain each step in plain language, coordinate with your accountant and advisors, and negotiate the terms that matter most to you.
- BuyersEntrepreneurs, investors and companies acquiring a business.
- SellersOwners selling, retiring or passing on their business.
- Partners and familiesBuyouts and succession within a business.
Transactions we handle
If your situation is not listed, call us. We will tell you plainly how we can help.
Buying a business
Finding the risks, negotiating protections and completing the acquisition.
Selling a business
Preparing for a sale, negotiating the terms and closing the deal.
Asset purchases
Buying selected assets of a business, such as equipment, inventory and goodwill.
Share purchases
Buying the shares of the corporation that owns the business.
Franchise purchases and sales
Buying or selling a franchise, including franchisor approval and disclosure rules.
Management buyouts and succession
Transferring a business to managers, employees or the next generation.
Partner and shareholder buyouts
One owner buying out another, with a fair price and clear terms.
Deal financing
Bank loans, vendor take-back arrangements and earn-outs.
When should you speak to a lawyer?
The earlier the better. Many of the most important protections are put in place at the start.
- You are thinking about buying a businessWe help you understand the risks before you commit.
- You received an offer for your businessWe review the terms and explain your options.
- Before you sign a letter of intentEven a short document can create obligations.
- Before you share confidential informationA confidentiality agreement should be in place first.
- During due diligenceA careful review can find problems before closing.
- When financing is involvedLoan and security terms affect both buyer and seller.
Asset deal or share deal?
How a deal is structured has big legal and tax effects. We explain the options, and we work with your accountant to choose the right one.
Asset purchaseThe buyer chooses what to buy
The buyer acquires selected assets and takes on only the liabilities it agrees to. Contracts, leases and licences may need consent to transfer, and employees must be dealt with.
Share purchaseThe buyer takes the whole company
The buyer acquires the shares and the corporation continues with its history, contracts and liabilities. It is often simpler to transfer, but the buyer inherits more risk.
Tax and structure planningWith your accountant
The tax result can differ for buyer and seller depending on the structure. Some sellers may qualify for tax relief. We coordinate with your accountant early.
For buyers: what we check
Due diligence is your chance to find problems before you are committed. We review the legal side of the business carefully.
- Corporate records and ownershipWho really owns the business and whether the records are in order.
- Contracts and customersKey contracts, change-of-control terms and customer concentration.
- Employees and contractorsAgreements, obligations and any potential claims.
- Leases, licences and permitsWhether they can be transferred and on what terms.
- Debts, liens and claimsLoans, security interests, litigation and other liabilities.
- Intellectual property and assetsOwnership of brands, software and equipment.
For sellers: how we help you prepare
A well-prepared seller usually gets a smoother process, a better price and fewer problems after closing.
- Getting the records in orderUpdating corporate records and tidying up contracts and agreements.
- Protecting confidential informationConfidentiality agreements before buyers see sensitive data.
- Understanding offersComparing price, payment terms, conditions and risks.
- Negotiating protectionsLimits on warranties, indemnities and holdbacks.
- Planning your exitTransition arrangements, non-competes and your life after the sale.
How we work with you
A clear process, with no surprises about where your transaction stands.
Consultation
You tell us about the business and your goals. We listen, ask the right questions and explain the process.
Confidentiality and letter of intent
We prepare or review the confidentiality agreement and the letter of intent that sets the main terms.
Due diligence
The buyer reviews the business, and the seller answers questions. We manage the legal side of this process.
Negotiate the agreement
We negotiate and draft the purchase agreement, including price, warranties, protections and conditions.
Closing
We coordinate signing, payment and the transfer of the business, and make sure all conditions are met.
After closing
We help with transition steps, filings and any remaining obligations, such as holdbacks or earn-outs.
What a business transaction costs
We discuss legal fees at the start. Other advisors are usually involved too, so we help you plan for the full picture.
Legal feesDepends on size and complexity
Our fees for advice, due diligence, negotiation, drafting and closing. We explain our fees before you commit.
Accounting and valuationSeparate professionals
Accountants and valuators help with price, financial review and tax planning. We work with yours or can suggest others.
Due diligence costsReviews and reports
Searches, reports and other checks that may be needed, depending on the business.
Government and registration feesFilings and transfers
Fees for filings, registrations and transfers needed to complete the deal.
Financing costsLender fees and security
Costs for any loan, including legal documents and registrations that protect the lender.
What to bring to your consultation
Do not worry if you do not have everything. Bring what you can, and we will tell you what else is useful.
- A summary of the deal and any offer or term sheet
- Recent financial statements and tax returns
- Articles, by-laws and the minute book
- Key contracts, leases and licences
- A list of employees and their agreements
- Details of any financing and your advisors
Why clients choose Lawcrest
You are trusting us with a major transaction. This is how we earn that trust.
Plain-language advice
No jargon. You understand each step and each choice before we act.
Cost clarity
We discuss our fees at the start so you can decide with full information.
Careful due diligence
We look for problems before they become your problems.
Confidential
What you tell us is protected by solicitor-client privilege.
Practical negotiation
We aim for a good outcome and a deal that actually closes.
Team approach
We work with your accountant, broker and lender.
Regulated lawyers
Lawcrest is a professional corporation regulated by the Law Society of Ontario.
Local and accessible
Meet us at our Matheson Blvd office in Mississauga, or arrange a call.
Frequently asked questions
Still not sure? Call 416-830-3369 and we will talk it through.
Should the deal be an asset sale or a share sale?
It depends on the business, the risks and the tax results for each side. Buyers often prefer asset deals, while sellers often prefer share deals. We explain the trade-offs and coordinate with your accountant.
How long does buying or selling a business take?
Many deals take a few months from first offer to closing, depending on the size, financing and due diligence. We keep the process moving and give you a realistic timeline.
What is due diligence?
It is the buyer review of the business before closing, covering legal, financial and operational matters. It helps the buyer decide whether to proceed and on what terms.
Is a letter of intent binding?
Usually the main business terms are not binding, but some parts, such as confidentiality and exclusivity, often are. The wording matters, so have it reviewed before you sign.
Do I need an accountant or a broker as well?
We strongly recommend an accountant for tax and financial review. A broker can help find buyers or businesses. We work with your team so nothing is missed.
What if hidden problems appear after closing?
The purchase agreement usually contains warranties and indemnities, and sometimes a holdback, which give the buyer remedies. We negotiate these protections carefully for you.
Can the seller compete afterwards?
Often the purchase agreement includes a non-compete clause. Courts accept reasonable restrictions in a sale of a business, so the scope and length need careful drafting.
Is my information confidential?
Yes. Your communications with us are protected by solicitor-client privilege.
Testimonials
They made a complicated legal matter feel understandable. We always knew what was happening, why it mattered and what came next.
Carolean
Worker
We always knew what was happening, why it mattered and what came next. They made a complicated legal matter feel understandable.
Elena
Founder of a company
Lawcrest
@2026