Selling a veterinary clinic in Canada

A veterinary clinic is built on clients who trust the team with their animals, year after year. Buyers will want to see that revenue is real, that associates and RVTs will stay, and that the College notices, medical records and controlled drugs can move to a new owner without a gap in care. Here is what to expect and how to prepare.

What buyers look at first

Most buyers of a veterinary clinic ask the same questions early. Have clear answers ready before you list:

• Revenue. Two or three years by month, split by service type such as exams and vaccines, surgery, dentistry, diagnostics, pharmacy and food.
• Revenue per veterinarian. Total revenue divided by the number of full time veterinarians, and what each veterinarian produces.
• Active clients. How many clients have visited in the last 12 or 18 months, how you define active, and how many new clients arrive each month.
• Transactions. The number of invoices each year and the average transaction, so buyers can see whether growth came from more visits or higher fees.
• Pharmacy, food and inventory. The share of revenue from drugs, parasite products and diets, and how much stock is on the shelf.
• Team. The number of veterinarians, RVTs and support staff, how they are paid, and who plans to stay.
• Space and equipment. The lease, the number of exam rooms, and the age of X-ray, ultrasound, dental, anesthesia and lab equipment.
• History. Your accreditation inspections, any College complaints and any controlled drug losses.

Buyers will check these during due diligence, so it helps to gather them now. Our list of documents needed to sell a business is a good start.

Proving the numbers

Your practice management software holds the history. Buyers will want reports from it that match your bank deposits, card settlements and tax returns. Keep revenue by veterinarian and by service type, because a clinic that depends on one veterinarian or one kind of work carries more risk for a buyer.

Costs matter as much as revenue. Industry consultants often look at the cost of drugs, medical supplies, lab fees and cremation as a share of revenue. One practice consulting firm sets a goal of 22 to 25% and calls a clinic financially healthy at 14 to 18% profit after a fair wage for the owner and a fair market rent. Show your own wage for clinical work and any personal costs run through the business as add backs with proof.

Pet insurance is growing but still covers a small share of pets. The North American Pet Health Insurance Association reports 619,303 insured pets in Canada at the end of 2024, with about 5.6% of dogs and 1.8% of cats insured. Most clients still pay you directly, so buyers will look at your payment mix, any payment plans and how much is owed to the clinic.

Keeping associates and RVTs

Clients often stay because of the people they see. Gather each associate agreement and each employment agreement, check notice periods and any non solicitation or non competition terms, and think about when to tell your team. A buyer may ask key associates to sign new agreements before closing, or tie part of the price to them staying through an earn out or a holdback. Many buyers also ask the selling veterinarian to stay for a period to introduce clients. See the handover after selling.

In British Columbia, section 97 of the Employment Standards Act says that when a business is sold, the employment of an employee is deemed continuous with the new owner. That matters for RVTs, assistants and front desk staff with long service. The British Columbia Veterinary Technologists Association is working on a proposal for how RVTs are regulated, so check with the College and the Association if rules on technologists change before your sale. Read what to tell employees when selling before you share the news.

Ownership and the College in British Columbia

Veterinarians in BC are regulated by the College of Veterinarians of British Columbia under the Veterinarians Act and the College bylaws. The College says it does not review or approve ownership structures, that it has no bylaws dictating ownership structure, and that a non-registrant can own a majority of a practice. What it does require is that every practice or facility has a designated registrant, a veterinarian in good standing who is responsible to the College, appointed at all times. Bylaw 200 puts the duty to appoint that person on the owner.

When you sell, bylaw 3.6(9) says the designated registrant must promptly inform the registrar of a change in ownership, and of a change in the designated registrant. The College says the change of appointment form must be sent before the effective date, and that a fully accredited facility keeps its accreditation until the College is told it has closed or the accreditation committee decides otherwise. Expect possible follow up from the College, and keep your accreditation standards met through the sale.

The clinic name is also approved by the College. If the name stays, a registrant must apply to transfer the name approval to the new owner, even when the new owner is not a veterinarian. The College says this application is processed after the sale is finalized, that the seller's registrant signs a release, that a name change fee applies, and that the letter it issues can be used with the BC Registry. If the services change, for example a hospital that will no longer offer overnight care, the name may need to change too. See transferring contracts and licences.

Other provinces have their own veterinary regulators, and some have rules on who may own a practice and on facility accreditation. If your clinic is outside BC, check with your provincial regulator and your lawyer before you agree on a structure.

Medical records

Records hold much of the clinic's value and are personal information about your clients. CVBC bylaws say the client who owns an animal is the owner of that patient's medical information as recorded in the medical record, and that the designated registrant must keep an original medical record for at least 7 years after the last service to the patient. The College lists 7 years for medical records, practice logs and X-rays. Bylaw 247 says the designated registrant must make sure records are collected, used, disclosed and protected under the Personal Information Protection Act and kept secure.

If a clinic closes rather than sells, the College's closed practice guidelines ask for client notice, copies within 10 working days on request, and a record location form sent to the College. In a sale, the purchase agreement should say who keeps the records, for how long, and how clients and other veterinarians can get copies.

In British Columbia, section 20 of the Personal Information Protection Act allows personal information to move to a buyer as part of a sale without consent, but only what is needed, only under an agreement that limits how it is used, and after closing the people whose information was passed on must be told that the sale happened. During due diligence, share counts and summaries rather than client names. See telling customers and suppliers.

Controlled drugs

The CVBC says veterinarians are practitioners under the federal Controlled Drugs and Substances Act. Since October 1, 2026, the Controlled Substances Regulations replace the Narcotic Control Regulations and the Benzodiazepines and Other Targeted Substances Regulations. Under the new regulations a practitioner must record each controlled substance received and each sale or provision to another person, keep those records for two years, and send Health Canada a written report within 10 days of becoming aware of a loss or theft. Health Canada says all thefts must be reported, whatever the amount. The College also asks to be told of a significant loss, and its bylaws list that among the changes the designated registrant must report.

The regulations limit to whom a practitioner may sell or provide controlled substances, for example back to the licensed dealer that supplied them or for destruction. Before closing, ask your lawyer and Health Canada's Office of Controlled Substances how the stock should be handled, and who will hold the records afterward. On closing day, have the outgoing and incoming veterinarians count the stock together, reconcile it with the log, and both sign the count.

Equipment, X-ray and inventory

List every major item with its age and service history. Imaging units, ultrasound, dental machines and lab analyzers are often leased, financed or tied to supply agreements, so decide whether each will be paid out on closing or taken over by the buyer with the lender's consent. Software licences and lab and distributor accounts may need new agreements.

The College says any equipment that produces ionizing radiation must be assessed by a radiation surveyor before use, after being moved and on a routine basis, and that a certificate of safety must be provided for it. Dosimeters and protective equipment must be available. Health Canada's Safety Code 28 covers veterinary X-ray equipment. Have recent survey certificates ready, and ask the College and WorkSafeBC what the new owner must do.

Drugs and diets on the shelf are usually counted on closing day and paid for on top of the price at cost, with expired or slow moving stock left out. See selling a business with inventory.

The lease and the space

Clinic space is costly to build, with X-ray shielding, surgery and kennel areas, drains and ventilation, so the lease matters a great deal. Check how many years are left, any renewal options, whether the landlord must consent to an assignment, whether the use clause allows a veterinary clinic with overnight animals, and any restoration terms at the end. See the commercial lease when selling.

Asset sale or share sale

In an asset sale, the buyer's company buys the equipment, goodwill, records and name, and new accounts are set up. In a share sale, the buyer buys your company, so the history, contracts and any liabilities stay with it, and the College still needs to be told of the change in ownership. Tax results differ for you and the buyer. See asset sale vs share sale.

GST/HST and PST

Veterinary services are generally taxable for GST/HST. The health care exemptions in the Excise Tax Act do not cover them, and the zero rating for drugs in Part I of Schedule VI does not apply to a drug labelled or supplied for agricultural or veterinary use only. Some supplies related to farm animals raised for food may be treated differently, so if you do large animal or herd work, check with your accountant or the Canada Revenue Agency before you assume anything.

In British Columbia, PST Bulletin 127 says veterinary services are exempt from PST, while many goods you sell, such as pet food, toys and non prescription products, are taxable. Drugs and specialty food sold on prescription can be exempt when the prescription is documented. Clinics pay PST on many supplies they use in their services.

When the clinic itself is sold in an asset sale, the section 167 election on Form GST44 can often remove GST/HST when the buyer acquires all or substantially all of what is needed to run the business and both sides meet the registration conditions. In British Columbia, PST generally applies to taxable equipment, but not to goodwill. See taxes when selling a business.

A worked example

Questions to take to your lawyer and accountant

• Should this be an asset sale or a share sale?
• Who will be the designated registrant, and when do we file the College forms and the name transfer?
• How do my associates, RVTs and staff move to the buyer, and what do their agreements allow?
• Who keeps the medical records, for how long, and how are clients told?
• How should the controlled drug stock and records be handled on closing day?
• Which equipment is leased or financed, and should it be paid out on closing?
• Am I charging GST/HST and PST correctly, including on any farm animal work, and can we use the section 167 election?

Rules and fees change, so confirm current requirements with the College of Veterinarians of British Columbia, Health Canada and WorkSafeBC before you set dates. For more, read what your lawyer and accountant do. Running a related business? See selling a pet grooming or dog daycare business, selling a dental practice or selling a physiotherapy clinic. This guide is general information, not legal or tax advice for your situation. Questions about listing with us go to hello@sellmybusinessdirect.com.