Closing a business deal in Canada: a practical checklist

1. Confirm what is being bought

Before organizing a closing, have your lawyer and accountant confirm the transaction structure, the agreed consideration, and the documents that govern the transfer. An asset purchase and a share purchase involve different questions. The right checklist follows the signed agreement rather than a generic template.

• Record the buyer, seller, transaction structure, and intended closing date.
• Identify the final purchase agreement and its schedules.
• Assign someone to maintain the closing checklist and document versions.
• Keep a list of outstanding questions for your lawyer and accountant.

2. Keep the outstanding conditions visible

A condition should have a clear owner and an agreed way to record its status. Avoid treating a task marked complete in a spreadsheet as proof that a contractual requirement has been satisfied. Ask the responsible advisor what confirmation is needed.

• List outstanding diligence items and unresolved findings.
• Track lender requirements and financing confirmations.
• Identify any required consents, approvals, and assignments with counsel.
• Record who is responsible for each item and its target date.

3. Make the closing-day plan explicit

The closing team needs an agreed sequence for signatures, document delivery, and funds. Your lawyers and lenders should determine that sequence and the appropriate verification of payment instructions. A workflow tool can track the plan, but it should not replace their closing procedures.

• Ask counsel to confirm the final document set and authorized signatories.
• Confirm how closing funds and instructions will be handled by the appropriate professionals.
• Identify the person who will confirm that closing has occurred.
• Agree where the completed closing record will be delivered.

4. Separate closing from the work that continues

Some obligations continue after the transfer. Where the seller finances part of the purchase price, a vendor note creates an ongoing relationship. An earnout, transition arrangement, or other deferred obligation may need its own record; it should not automatically be treated as a fixed loan.

• List each continuing obligation separately.
• Capture the parties’ confirmed payment schedule for any vendor note.
• Record reporting dates, transition responsibilities, and contacts.
• Have counsel identify any security-related follow-ups and who handles them.

5. Build the first post-close handoff

Give every participant a clear place to find the final records. A simple handoff is more useful than a large folder with no owner. Start with the agreement, a confirmed schedule, a list of upcoming actions, and a way to record changes approved by the parties.

Dealosure is building a workspace for that ongoing seller-financing record. Planned features include document organization, agreed schedules, payment records, and milestone reminders. The product is in development and does not execute closing transactions or replace your professional advisors.

• Confirm the first scheduled payment and how the parties will record it.
• Name the contact for payment questions and document requests.
• Record the next reporting deadline and its owner.
• Keep the original agreement and subsequent approved amendments accessible.