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Thinking about buying a business instead of starting one? Read this first.

  • Abhishek Chaudhry
  • Feb 22
  • 2 min read

A lot of immigrants and young entrepreneurs don’t want to start from zero.

 

They don’t want:

• 2–3 years of trial and error

• No cash flow

• No customer base

 

They want something that already works.

 

Buying a business can fast-track your success, but what most first time buyers fail to appreciate is that you are not just buying the revenue – you are also buying the risk!

 

Before you sign anything, understand these five things:

 

1. Asset purchase vs. share purchase

 

This is the most important decision in the deal.

 

In an asset purchase, you buy specific assets — equipment, inventory, goodwill — and usually avoid most historical liabilities.

 

In a share purchase, you buy the corporation itself — including its debts, tax history, employee obligations, and potential lawsuits.

 

That distinction alone can completely change your risk exposure and tax liability.

 

2. Due diligence is not optional

 

Due diligence is not just “looking at the financial statements.”

 

It should include:

• Tax filings

• Payroll records

• Lease terms

• Supplier contracts

• Litigation searches

• Government arrears

• Employee obligations

 

Skipping this step is how buyers inherit problems they didn’t see coming.

 

3. Hidden liabilities are real

 

Common surprises include:

• Unpaid HST

• Employee claims

• Personal guarantees

• Pending disputes

• Non-compliant leases

 

In a share deal, those don’t disappear. They become yours.

 

An asset purchase could avoid this.

 

4. Vendor financing needs structure

 

Vendor financing can be helpful — especially for younger buyers.

 

But:

• What security is being registered?

• Are you giving a personal guarantee?

• What triggers default?

• What happens if revenue dips?

 

The terms matter just as much as the purchase price.

 

5. Transition agreements protect goodwill

 

If the business depends on the seller’s relationships, you need protection.

 

A proper transition agreement can:

• Keep the seller involved for a period

• Prevent them from competing

• Require client introductions

• Protect the value you’re paying for

 

Without it, the goodwill you purchased can evaporate quickly.

 

Business acquisition is becoming one of the most powerful paths to economic growth, but structure matters.

 

If you’re thinking about buying a business or helping someone buy one, what’s your biggest concern right now?


 
 
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