For sellers · Greater Montréal

Selling your dental practice in the Greater Montreal area

Selling your dental practice is more than finding a buyer.

The price matters. So do the tax consequences, the terms of the agreement, the purchaser who takes over, and what happens in the years after you leave.

We prepare practices for sale, coordinate the valuation, find the purchaser when you need one, negotiate the offer, and handle the legal and tax work through to closing.

Let's talk about your practice
Montréal · Laval · Laurentides · Lanaudière · Montérégie
Getting started

Where are you in the sale of your practice?

Most dentists arrive here at one of three points. What you need from us depends on which one you are at.

01

I'm thinking about selling one day

You are not selling this year, but you want to be ready when you are. This is the most valuable moment to start, because the corporate structure, the lease and the tax position can all still be changed. Preparation done three to five years out is what decides whether a sale is efficient later.

02

I'm ready to sell and I don't have a buyer

You have decided. What you need is a purchaser, found discreetly, and a process that protects the practice while it happens. This is where our brokerage mandate applies.

03

I'm ready to sell and I already have a buyer

An associate wants to take over. A colleague has approached you. You do not need anyone to find a purchaser, but you still need the valuation coordinated, the offer negotiated, and the legal and tax work done properly.

Finding a buyer is one part of selling a practice. For many of our clients it is not the part they need.

Preparation

Preparing for the sale of your dental practice

Most of what determines the outcome of a sale happens before a buyer is ever contacted.

Preparation is a full review of the practice as a business and as a corporation. We look at what will raise the price, what will slow the sale down, and what a purchaser or a bank will question.

What we examine

Whether the practice is presenting at its best, and what should be done before it goes to market. Whether the clinic should be refreshed, whether leasehold improvements are worth making, whether equipment should be updated or left for the buyer to replace.

The commercial lease: assignment rights, renewal options, landlord consent, and anything that could interfere with a purchaser's financing.

The corporate structure, the shareholdings, and whether a reorganization is needed.

The financial information a purchaser and a lender will ask for, and whether it tells the story the practice deserves.

Your timing, and the transition you want.

The point of all of it is simple. A practice that has been prepared sells faster, sells for more, and survives the bank's review. A practice that has not been prepared is where offers collapse.

Tax

Can you sell your dental practice tax-free?

Sometimes, and only if the work was done in advance.

Many owners believe that because they are incorporated, the sale of their shares will be tax-free. The lifetime capital gains exemption can shelter a share sale, but it applies only when strict conditions are met, and those conditions are tested against the facts of your corporation.

What that usually means in practice

The shares have to qualify. That depends on what the corporation owns and has owned over time.

A corporation holding too much non-active property may not qualify without purification first.

A reorganization, or a family trust already in place, can change the result significantly.

An asset sale is treated differently from a share sale, and a purchaser may prefer one over the other for reasons of their own.

None of this is automatic, and none of it can be fixed at closing. By the time an offer is on the table, the structure is what it is. That is why this work belongs years before the sale, not weeks before it.

If you are incorporated and thinking about selling, this is the conversation to have first.

The process

How we sell a dental practice

01

Preparing the practice for sale

We review the corporation, the tax position, the lease, the financial information and the condition of the clinic itself. We identify what should be resolved or improved before a purchaser sees it, and we agree the timing with you.

02

Establishing what the practice is worth

We coordinate the valuation with independent specialists who assess the equipment, the premises and the operating business. We are not the valuator. We organise the work, review the findings with you, and use them to set an asking price that will survive a lender's review.

03
When you need one

Finding the right purchaser

We approach suitable dentists discreetly, screen their financing capacity and their fit with your practice, and introduce only those with a credible reason to proceed. If you already have a buyer, this stage does not apply.

04

Negotiating the offer

Price, payment terms, conditions, financing, timing and your transition. The objective is an agreement that closes, not a headline number that falls apart during due diligence.

05

The legal and tax work through to closing

The structure of the sale, the share or asset purchase agreement, the tax planning, the lender's requirements and the closing itself. This stage applies whether we found your purchaser or you did.

Confidentiality

Why your practice is never publicly advertised

We do not send mass email blasts. We do not list your clinic publicly or circulate photographs of your operatories to hundreds of strangers.

The Montreal dental community is small. An anonymous listing rarely stays anonymous, and an email cannot be recalled once it is sent. Your staff, your patients and the colleagues who refer to you should hear about a sale from you, when you decide the time is right.

Before any purchaser receives information about your practice, they have spoken with us and signed a confidentiality agreement. Your practice is introduced selectively. It is never broadcast.

A dental clinic reception
The purchasers

We know every buyer personally before we introduce them

Our purchaser relationships begin long before your practice is presented. Each one completes a detailed profile, speaks with us privately, and signs a confidentiality agreement.

We know what they can finance. We know whether they intend to practise in the clinic or add it to a group. We know how they work with patients and what they intend to change.

So when your practice comes to market, it is not announced. It goes to a small number of purchasers we already believe can run it.

You decide who buys. Our work is making sure that everyone you are choosing between is genuinely capable of taking the practice on.

The visit

You meet every buyer who visits your practice

Every purchaser who walks through your clinic meets you. No exceptions.

This is where selling a practice differs from selling a house.

When a real estate broker shows your home, you are usually not there, and it does not matter. You are leaving. The house does not depend on you.

A dental practice does. You are the practice. Your patients come because of you, your team works for you, and in almost every sale you stay on afterwards for a period of time.

So the buyer is not only evaluating a clinic. They are deciding whether they can work alongside you, and you are deciding whether you want them taking over your patients and your team.

That cannot happen with a broker walking strangers through your operatories while you are at a conference. Most brokers still treat a practice sale like a real estate transaction. It is not one.

By the time anyone is standing in your clinic, they have reviewed the numbers, spoken with us and signed a confidentiality agreement. Very few people will ever see your practice, and you will have met all of them.

Transition and timing

Why your transition period decides your price

Almost every purchaser finances the acquisition, and in practice almost every purchaser is financed in full by a bank.

The bank has a condition. It will generally require the selling dentist to remain with the practice after closing, working as an associate, so that the patient base and the revenue the loan depends on stay in place. Twelve months is the usual minimum.

Some purchasers will accept less. It is rare, and it has consequences: a shorter transition narrows the pool of buyers who can finance the purchase, and it typically reduces the price.

The reverse is also true. The longer you are willing to stay, the easier your practice is to sell, and the stronger your position on price.

This is why the transition is not a detail negotiated at the end. It is planned at the beginning, around what you actually want, and it shapes everything that follows.

Why Meditax

Why a tax lawyer sells dental practices

Selling a practice is not an operational problem. It is a legal, fiscal and financial one.

What you walk away with is decided by the structure of the sale, by what the numbers support, by what the lease permits and by what a bank will lend against. Knowing how a clinic runs, or what the equipment is worth, is not the same as knowing how a clinic is sold.

Meditax has worked exclusively in healthcare since 2011, and we do the transaction, not only the introduction. Cathy Nehme holds a law degree from the Université de Montréal and a master's degree in taxation from HEC Montréal.

We have acted on both sides of these deals.

We represent sellers. We also represent purchasers. That matters more than it sounds. We know how buyers think, what they will pay for, what makes them walk away, and how their expectations have shifted over the years. We speak personally with every purchaser in our network, many of whom already own clinics and know precisely what they are looking for.

So when we prepare your practice, we are preparing it for a buyer whose reasoning we already understand.

We know the lenders.

Almost every purchaser finances the acquisition. We work closely with the institutions that lend on dental practices and we know what each of them will accept. An asking price a lender will not support is not a price. It is a delay.

We see the whole transaction at once.

The lease and the purchase price are connected. The corporate structure and the tax result are connected. The transition you want and the pool of buyers who can finance you are connected. Anyone looking at one piece at a time will miss the point where they meet.

Cathy Nehme reviewing a dental practice transaction file

"But I already have a lawyer."

Almost every seller does, and you will still need yours.

Your lawyer is not the one selling your practice. In a typical sale, your lawyer is brought in after a purchaser has been found and a price has been agreed, at the point where the decisions that mattered most have already been made.

The decisions that set your price and your tax position happen earlier. When the practice is prepared. When it is valued. When the right purchaser is chosen. That work needs someone who already knows how the transaction and the financing are going to unfold, because they have run both sides of it before.

Scope

The dental practices we represent

Greater Montreal

Montréal, Laval, the Laurentides, Lanaudière and the Montérégie.

Three operatories and up

Our brokerage work generally involves operating practices with at least three operatories. There is no upper limit.

Operating practices

We sell the clinic as a working business, not standalone patient lists.

General dentistry

We do not broker endodontic, orthodontic or periodontal practices. If you have your own buyer, we can still coordinate the valuation and handle the legal and tax work.

Private dentists

Our purchasers are private practising dentists, including those building their own group. Not dental service organisations.

Our services

How we work with you

Preparing your practice for sale

For owners who are not selling yet. We review the corporation, the tax position and the eligibility of your shares, the lease, the financial information and the condition of the clinic.

We tell you what to fix, what to improve and what to leave alone, and roughly what each decision is worth. This is the work that decides how efficient the eventual sale is.

Coordinating the valuation of your practice

A practice has to be valued by independent professionals, and the valuation has to hold up when a lender reviews it.

We organise that work, bring in the right specialists for your practice, review what comes back with you, and translate it into an asking price that is both defensible and financeable.

Brokerage: finding your purchaser

For owners who need a buyer. We approach suitable purchasers discreetly, screen their financing and their fit, manage the introductions and the visits, and negotiate the offer.

Brokerage is engaged on a commission basis calculated on the sale price, and the mandate is agreed in writing before any work begins.

Legal representation and tax planning

For owners who already have a buyer, and for every brokerage client at the end of the process. The structure of the sale, the share or asset purchase agreement, the tax planning, the lender's conditions and the closing.

If a purchaser has approached you directly, this is usually the only service you need.

Common questions

Frequently asked questions about selling a dental practice

Timing
How do I know when it is the right time to sell my practice?

There is rarely a single right moment, and the question is usually answered by two things rather than one: what you want personally, and what state the practice and the corporation are in.

Dentists sell for all sorts of reasons. Retirement, health, a change in what they want from their work, an opportunity elsewhere, or simply the point where running the business has stopped being enjoyable.

What matters is that the decision is not made under pressure. A practice sold quickly, without preparation, almost always sells for less. If you are even considering it, the conversation is worth having early, because most of what improves the outcome takes time to put in place.

I'm not ready to sell for another three to five years. Is it too early to speak with you?

No. That is the ideal time.

Three to five years is enough to correct a corporate structure, purify a corporation if that is required, deal with a lease that would otherwise cause problems, and make the improvements to the clinic that actually return their cost at sale. None of that can be done in the weeks before a closing.

Most of the sellers we meet are not ready to sell. They are preparing to.

Tax
Can I sell my dental practice tax-free?

Possibly, but only if the conditions are met, and they have to be met before the sale.

The lifetime capital gains exemption can shelter the gain on a sale of shares. Whether your shares qualify depends on what the corporation owns, what it has owned over time, and how it is structured. A corporation holding too much non-active property may need to be purified first. A reorganization may be required. A family trust, if there is one, changes the analysis.

An asset sale is treated differently from a share sale, and the purchaser may have their own preference for commercial or tax reasons.

Anyone who tells you a practice sale is automatically tax-free is wrong. It is a planning outcome, not a default, and it is the main reason to start early.

Will I pay tax on the sale even if I am incorporated?

Being incorporated does not by itself determine the tax result. It determines what is possible. What actually happens depends on the structure of the corporation, whether the sale is of shares or assets, and what planning was done in advance.

That is the work we do before a practice goes to market.

Confidentiality
Should I tell my staff that I am selling?

Eventually, yes, and it should come from you at a moment you choose.

Our process is built so that moment stays yours. We do not advertise the practice, we do not list it, and we do not circulate it by email. Every purchaser who receives information has spoken with us and signed a confidentiality agreement first.

When and how to tell your team is a decision we will discuss with you, because the timing affects the transition and the buyer's confidence as much as it affects morale.

Will my patients or my referring colleagues find out before I am ready?

Not through us. Nothing about your practice is made public at any stage, and the purchasers who are given information are a small, screened group under written confidentiality obligations.

Fees
How is your brokerage fee structured?

Brokerage is engaged on a commission basis, calculated on the sale price of the practice, and the terms are agreed in writing before any work begins.

Preparation, valuation coordination and legal and tax representation are separate engagements with their own scope, discussed with you at the outset so you know what you are retaining us for.

Do I have to use you for everything?

No. Many of our clients use one service. An owner who already has a buyer typically needs only the legal and tax work. An owner years away from selling needs only preparation.

We define the scope of each engagement before it starts.

The transition
What does the transition look like after I sell?

In most sales you stay on for a period as an associate, and you should expect a purchaser to ask for it.

Almost every buyer finances the acquisition through a bank, and the bank generally requires the seller to remain so that the patient base and revenue supporting the loan stay in place. Twelve months is the usual minimum.

The length is negotiable, but it has consequences in both directions. A shorter transition narrows the pool of purchasers who can finance the deal and tends to reduce the price. A longer one makes the practice easier to sell and strengthens your position.

This is planned at the start, around what you want, not improvised at the end.

Can I leave immediately at closing?

It is possible but uncommon, and it costs you. Fewer purchasers will be able to finance the transaction, and the price generally reflects that.

If leaving quickly matters more to you than price, we will structure the sale around it, but you should go in knowing the trade.

Can I stay longer than the minimum, or keep working part-time?

Yes, and for many sellers that is the better outcome. Some stay two years, some five, some mentor the incoming owner through the handover.

The more flexible you are, the wider the pool of buyers and the stronger your negotiating position.

The process
I already have a lawyer. Why would I need you?

You will still need your own lawyer, and you should have one. The two roles are different.

Your lawyer is generally brought in once a buyer has been found and a price agreed, to paper the deal and protect you through closing. That is the right moment for them, and it is a necessary job.

It is not the job of preparing the practice, establishing what it is worth, deciding which purchaser to approach, or structuring the sale so the tax result works. Those decisions come first, and they are the ones that move the number.

We handle that earlier work, and we hand your lawyer a transaction that has already been thought through.

What if my associate wants to buy the practice?

Then you do not need brokerage. You still need the practice valued properly, the offer negotiated, and the legal and tax work done, and that is often where the value of an existing relationship is either protected or lost.

Do I need an exclusive mandate?

For brokerage, generally yes. Exclusivity is what makes it possible to prepare the practice properly, control who is told and when, and approach only the purchasers chosen for you. The term is agreed with you and does not exceed six months. In exceptional cases we consider non-exclusive arrangements.

Preparation, valuation and legal work are not brokerage and do not involve an exclusive mandate.

Do you sell to dental service organisations?

No. We work with private practising dentists, including those building their own group of clinics.

Do you represent specialty practices?

We do not broker endodontic, orthodontic or periodontal practices. If you have found your own buyer, we can still coordinate the valuation and handle the legal and tax work.

The first conversation

Let's talk about your practice

Whether you are years from selling, already have a purchaser, or need us to find one, the first step is the same.

Write to us and we will arrange an hour on Teams. We will talk about the practice you have built, where you are in the process, what the tax position looks like, and what your options actually are. You will leave that conversation knowing what the next step should be.

cathy@meditax.ca