The costs of selling a business in Quebec, explained

The cost of selling a business in Quebec falls into five categories: accountant and tax advisor, lawyer, valuation, a registered dealer for a share sale, and support to prepare and run the sale. Each one bills in its own way. Knowing them ahead of time avoids surprises and helps you judge what you'll really keep.

Why talk about costs before talking about price

The price in a letter of intent isn't what lands in your account. Between the two sit the deal structure, taxes and costs. Owners who think about it late often discover bills they didn't expect, right when they have the least time to compare them.

These costs can be planned for. They almost always fall into the same categories. What varies is how each advisor bills, and that's where you have some control. We don't give amounts for other professionals: they depend on how complex your file is and on each firm. Ask each one for a written estimate.

The five categories of costs

1. The accountant and the tax advisor

Your accountant prepares the financial statements and helps normalize your EBITDA, the starting point for most valuations. The tax advisor looks at how to sell: shares or assets, an estate freeze, use of the capital gains exemption, vendor financing. Tax rules change and depend on your situation: have everything confirmed by your tax advisor.

How it's usually billed: hourly or as a flat fee per engagement. Tax planning ideally happens years before the sale, not the week of closing.

2. The lawyer

The lawyer drafts or reviews the letter of intent, negotiates the purchase agreement, handles representations and warranties, and prepares closing. It's often the most variable line, because it depends on how long negotiations take and what due diligence turns up.

How it's usually billed: hourly, sometimes with an estimate per stage. A well-prepared data room cuts those hours directly.

3. The valuation

Before talking to a buyer, you need a defensible value range. A qualified valuator sets it from your normalized figures and your industry. A serious valuation protects you from two mistakes: asking too much and scaring buyers off, or accepting too little.

How it's usually billed: flat fee, depending on the scope of the report.

4. The registered dealer, for a share sale

When the sale involves shares, securities rules may apply. We run those sales with a registered dealer, who handles that part of the transaction. We are not a broker.

How it's usually billed: according to each dealer's own agreement and each engagement. Ask for it in writing from the start.

5. Preparation and support

That's our role: make the business independent of you, build the Transition Document and the data room, then run the sale process with our partners. Our fees are public:

• between 5% and 25% of the transaction value, depending on the complexity of the implementation and the sale, set in the contract from the start;
• almost entirely tied to results: starting early costs you almost nothing upfront;
• deferred, mostly paid after the sale;
• with a four-year sunset: after that, the deferred fee no longer applies.

Why such a wide range? The percentage reflects the work involved, not the size of the business: how many processes need documenting, how dependent the business is on you at the start, how much on-site implementation is needed, and how complex the sale itself is (a sale to employees, several buyers, a share sale).

Before signing, an on-site audit costs $5,000, credited if you sign within 90 days. The 45-minute free audit costs nothing.

The costs people forget

A few expenses don't fit any of these categories but come up often: putting verbal client and supplier contracts in writing, regularizing a permit, settling an old dispute, moving from compiled financial statements to a review engagement, or even an audit, if the buyer or their bank asks for it. And there's your time: dozens of hours of meetings, digging up documents and answering the buyer's questions. Count it as a cost, because that time comes out of running the business, right when its results matter most.

How to compare two advisors

Don't compare hourly rates alone. Ask how many business sales they've handled in the past few years, who on their team will actually do the work, and what typically makes the bill go up. An advisor who has seen many transfers often spends fewer hours, because they know where the problems hide. And ask whether they're used to working with the other professionals on your file: a team that already knows each other wastes less of your time.

The math on a made-up case: from $2.8M to $4M

A made-up but typical case: a maker of roof trusses and prefabricated walls in Saint-Augustin-de-Desmaures, just outside Quebec City. Seven million dollars in revenue, 60 employees, an owner aged 64. At the start of the engagement, the baseline value is set at $2.8M. After three years of work on independence, documentation and contracts, the business sells for $4M.

Depending on the complexity of the engagement, our fees fall between 5% and 25% of $4M, so between $200,000 and $1M. The owner keeps between $3M and $3.8M, before other costs and taxes: even at the top of the range, more than the value set at the start. And most of our fee is paid at closing, out of the sale proceeds, not during the three years of work. Since it's a share sale, a registered dealer handles that part. The accountant, tax advisor and lawyer bill under their own agreements.

This example is made up. It shows the calculation, not a promised result: the final price depends on the business, the buyers and the market.

Your checklist this week

1. Name your team. Accountant, tax advisor, business lawyer: do you already have the right people, with experience in business transfers?
2. Ask each one how they bill. Hourly, flat fee or at closing? Which stages cost the most?
3. Ask for a written estimate. Even a rough one lets you compare.
4. Check whether it will be a share sale or an asset sale. It changes the taxes and, for shares, brings in a registered dealer.
5. Start tax planning early. The best options often take years.
6. List the loose ends. Verbal agreements, permits, disputes: fixing them before the sale costs less than during it.

The real cost: the one you don't see

The biggest cost doesn't appear on any invoice. It's the price cut caused by a business that depends on its owner, or by a single buyer who sets the terms. That's why preparing the sale two years ahead and a competitive sale process often weigh more than any line of costs. To understand what moves the price itself, read what is your business worth, then step 8: sell at the right price.

Do it with a pro

Alone, coordinating an accountant, tax advisor, lawyer and dealer takes dozens of hours, often at the worst moment. With us and our regional partner, the team is assembled early, everyone knows what to do and when, and our fees, almost entirely tied to results, are aligned with your interest.

Sell my business in Quebec