Licensing & Governing Legislation in the Purchase and Sale of a Non-Public Company or Business

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Within British Columbia as in most Provinces in Canada, the sale of a business is governed either by the Securities Act which is the statute that establishes BC’s securities laws and gives the BC Securities Commission its powers and duties, or the Real Estate Services Act, which imposes licensing requirements and regulations administered and regulated by the Real Estate Council of BC.

The Real Estate Services Act of BC governs trading in real estate, which means the purchase, sale, and brokering of Real Property. Under the Act, Real Property is defined to include land, buildings or leases.

Since most business transactions include a land, building or lease, most business transactions fall under the Real Estate Services Act. This of course, is assuming such transactions are either asset transactions or share transactions where the purchase and sale contemplates 100% of the shares of the company. Where less than 100% of the shares of the company are contemplated, such governance would fall under the Securitas Act.

How does this affect you as a seller or buyer of a private business?

When selecting your team of advisors to help with the sale or purchase of a business, consider engaging the services of a licensed and certified professional. Anything short of that may be shortchanging you in the knowledge, experience and ethical professionalism you will receive.