Buying a dental practice in Quebec: steps, financing and tax

By the JeanKali Santé CPA team · Published October 24, 2026 · 4-min read · Resources

Buying a practice, in whole or in part, is often the biggest financial decision of a dental career. Price matters, but the deal structure, the financing and your obligations to patients and staff matter just as much. Here are the steps we follow with dentists who are buying.

1. Be clear on what you're buying

Before talking about price, you need to know what the practice really produces and what will remain after the sale. We usually review:

• the financial statements for recent years and revenue by source: patients, insurers, the Canadian Dental Care Plan (CDCP) and, for some services, RAMQ;
• production per dentist and per hygienist, and how much depends on the seller personally;
• the lease (term, renewal options, assignment), the condition of the equipment and upcoming investments;
• payroll, employment contracts and agreements with associate dentists.

2. Share purchase or asset purchase

If the seller practises through a corporation, there are two main structures.

Share purchase

You buy the shares of the seller's corporation: the corporation, its contracts, accounts and tax history stay in place. Sellers often prefer this, because a gain on qualified small business corporation shares may qualify for the lifetime capital gains exemption ($1,250,000 for 2025 according to the CRA, an indexed amount). For you, a share purchase means inheriting the corporation's past risks: thorough due diligence and seller warranties in the agreement are essential.

The Ordre's rules apply: voting rights in a dental corporation must be held by members of the Ordre, non-voting shares are limited to certain people, and no share transfer can happen without the board of directors' consent (CQLR, c. D-3, r. 9). The corporation must also report changes to the Ordre des dentistes.

Asset purchase

Your corporation buys the practice's assets: equipment, furniture, IT and goodwill. For tax, this is often better for the buyer, because the price paid becomes depreciable. According to the CRA, most equipment goes in Class 8 (20%), and dental instruments costing less than $500 in Class 12 (100%). Goodwill goes in Class 14.1, depreciated at 5% a year on a declining balance. The allocation of the price between these classes is negotiated and must be reasonable: it directly affects your tax in the first years, and the seller's.

3. Goodwill and valuation

In a dental practice, goodwill is often a large part of the price. It depends on patient loyalty, the team that stays and the practice's ability to produce without the seller. For a formal valuation, we work with a Chartered Business Valuator (CBV); on our side, we test the numbers behind the price and build the projections.

4. Patients and their records

The regulation on practice premises, records and ceasing practice (CQLR, c. D-3, r. 16) governs the transfer of records. When a dentist permanently stops practising, they must notify the Ordre within 15 days and send it a copy of the records transfer agreement (s. 24). The dentist taking over the records must then, within 30 days of taking possession, notify patients, either through a notice published twice, 10 days apart, in a local newspaper or by written notice to each patient (s. 27), and keep the records for at least 5 years (s. 30). Build these steps into the transaction timeline.

5. The team

In Quebec, selling a business doesn't end employment contracts: according to the CNESST, employment continues with the new owner when the business keeps operating, and amounts owed under the Act respecting labour standards before the sale remain payable. Accrued vacation, seniority and the team's conditions are therefore part of your numbers.

6. Financing and the business plan

Banks regularly finance dental practice purchases, but they want to understand the project. The business plan we prepare covers:

• the practice and the deal: structure (shares or assets), price, allocation, closing date;
• normalized historical results and multi-year projections, with your production and expense assumptions;
• the transition budget: working capital, equipment to replace, renovations, professional fees;
• repayment capacity: cash flow available for the loan after your own pay;
• your profile, your plan to keep patients and staff, and the risks identified.

The financing decision rests with the bank, but a clear file usually speeds up the discussion and makes offers easier to compare.

7. After closing

The first months matter: opening or updating the corporation's accounts, registering as an employer if needed, moving payroll, filings with the Ordre and, if you bill insured services, a collective administrative account with RAMQ. We set up a simple dashboard (production, overhead, cash) to track the practice from day one. Would you rather start from scratch? See our guide to opening a dental clinic.

The mistakes we see most often

• Negotiating the price before checking real production and how much depends on the seller.
• Forgetting working capital: the bank finances the purchase, but payroll and supplies are due from the first week.
• Leaving the price allocation to the last minute, even though it drives depreciation for years.
• Underestimating the transition with staff and patients, which is what gives goodwill its value.
• Waiting until closing to set up the corporation's bookkeeping, payroll and registrations.

Switching accountants when you buy

Buying a practice is often when a dentist realizes they need an accountant who is available quickly and knows the sector. We are accepting new clients, and the first step usually happens in about one week. The switch happens without a gap: authorizations with the CRA and Revenu Québec, files transferred by your former accountant with your written consent, then we take over from the last closed month. The details are in our FAQ.

In short

• Choose the structure (shares or assets) with your advisers, with numbers, before negotiating the final price.
• Negotiate the price allocation: it drives your depreciation.
• Build the obligations to patients and staff into the timeline.
• Give your bank a complete, realistic business plan.

General information only, not advice. This content is not tax, legal or accounting advice; your situation needs an individual review. Free incorporation, start-up fees included, plus a business plan for your bank if you're opening your practice or clinic, in return for a 12-month engagement to the annual package. Full terms