Buying an Optometry Practice in Ontario: Who Can Own It, What Transfers and What to Check

By Jatin Dua · Broker of Record, RE/MAX Quantum Realty · Updated 29 September 2026 · 13 min read — what the College of Optometrists of Ontario allows, what really transfers on a sale, and the paperwork I would want before any offer.

What you are really buying

An optometry practice is not a storefront with a sign. What you pay for is a set of patient relationships, the records behind them, a recall system that brings people back every year or two, trained staff, diagnostic equipment, optical inventory and a lease. The goodwill is mostly the patient base, and it only has value if patients keep coming after the seller leaves.

No regulator, government body or real estate board in Canada publishes sale prices or valuation multiples for these practices. Anyone quoting you “the multiple” is quoting a private opinion. Price the business from its own records instead, and make the seller produce them.

If you are comparing this with a dental or physiotherapy purchase, the structure is similar; see buying a dental practice in Ontario for how the College and PHIPA pieces work in a neighbouring profession.

Who may own an optometry practice

Two sets of rules decide this.

Professional corporations. The College says: “Only optometrists who are registered in Ontario and registrants of the College may be shareholders in an Optometry Professional Corporation.” Holding companies and family members cannot hold shares unless they are licensed optometrists. The certificate of authorization costs $497.20 to apply for and $248.60 a year to renew, with a $118.65 late penalty, and the Registrar may revoke it if the corporation fails to tell the College about a change within 14 days.

Conflict of interest. O. Reg. 119/94, s. 3(2)(g), says an optometrist is in a conflict of interest if they practise in a working arrangement with another person, except with another optometrist, a physician, government or a hospital, health centre or university, a corporation serving only its own employees, or under an arrangement Council approves. Section 3(2)(h) bars sharing fees with anyone but another optometrist or a physician.

There is one opening. Under s. 4(5), no conflict arises if the optometrist is an independent contractor under a written agreement that says the optometrist controls the professional services, decides who they accept as a patient, gives every patient a copy of their prescription, sets the fees, controls custody of and access to the records, has access with staff to the premises and the books “at any time of the day or night”, and keeps advertising within the rules. If you are not an optometrist, that is the structure your lawyer will work within, and it limits what you control.

Patient records: what moves and what the rules say

Records are the heart of the goodwill, and they are regulated. Under O. Reg. 119/94, every patient health record must be kept for at least 10 years after the last visit, or for a patient under 18 at their last visit, 10 years after the day they turned or would have turned 18. Your purchase agreement should make clear that you take on that obligation for the records you receive.

Under PHIPA, the Information and Privacy Commissioner explains that when complete custody or control of records is transferred to a successor, the successor becomes the custodian. The seller must make reasonable efforts to notify patients before the transfer, or as soon as possible after if that is not reasonably possible. The College’s guidance on practice break-ups adds that patients may ask for their records to go to another practitioner, and that written agreements about records avoid disputes.

I would want the patient notice letter, its timing and who signs it written into the purchase agreement.

Where the revenue comes from, and why that matters

Ask the seller to split revenue into examinations, eyewear and contact lenses, and other services. They behave differently.

• OHIP-insured exams. Ontario covers one major eye exam every 12 months for people 19 and under, one every 12 months plus two follow-up minor assessments for adults 20 to 64 with eligible medical conditions, and one every 18 months plus two minor assessments for people 65 and over. Routine exams for other adults 20 to 64 are private pay or insurance.
• Eyewear. Dispensing eyeglasses and contact lenses for vision problems is a controlled act under the Regulated Health Professions Act, s. 27(2), item 9, so it depends on licensed people staying with the business.

For tax, the Excise Tax Act lists optometric services rendered by a practitioner as exempt (Schedule V, Part II, s. 7(a)), and eyeglasses or contact lenses supplied under a prescription to correct vision are zero-rated (Schedule VI, Part II, s. 9). Other sales can be taxable. Your accountant should confirm how the seller has been charging and remitting HST before you rely on the numbers.

Asset purchase or share purchase, and HST on the deal

Most small practice purchases are asset purchases: you buy the equipment, inventory, records, name and goodwill, and leave the seller’s corporation and its history behind. A share purchase moves the whole corporation, history included, and only an eligible optometrist can take shares of an optometry professional corporation.

On HST, Excise Tax Act s. 167 lets the seller and buyer jointly elect so that no tax is payable on the sale of the business assets when the buyer acquires all or substantially all of the property needed to carry it on. The election is not available where the seller is a registrant and the buyer is not, and it does not cover services the seller provides or property supplied by lease or licence. The form is CRA’s GST44, and a registrant buyer files it by the due date of the return for the first period in which tax would otherwise have been payable.

Staff and the seller’s own role

Opticians, optometric assistants and front-desk staff carry the patient relationships day to day. Under the Employment Standards Act, s. 9, if you buy the business and employ the seller’s employees, their service with the seller counts as service with you for notice, severance and vacation, unless you hire them more than 13 weeks after the earlier of their last day with the seller and the sale date. Price the practice with that accrued service in mind.

Ontario generally voids non-compete agreements with employees (ESA s. 67.2), but there is an exception for a sale of a business where the seller agrees not to compete and becomes the buyer’s employee immediately after the sale. Do not assume a restrictive covenant works without legal advice.

Documents I would want before an offer

1. Three years of financial statements and corporate tax returns, with HST returns.
2. A revenue split by exams, eyewear, contact lenses and other services, and OHIP billing summaries.
3. An active-patient count with the definition in writing (for example, seen in the last 24 months), plus the recall list.
4. The equipment list with age, service and calibration records. The College’s practice reference (OPR 4.1) expects equipment for visual acuity, visual fields and colour vision, refraction, corneal curvature and thickness, intraocular pressure, dilation and more, kept in good working order and regularly recalibrated.
5. An optical inventory count at closing, valued at cost.
6. The lease, every amendment, and the landlord’s consent requirements for assignment.
7. Any independent-contractor or associate agreements, checked against O. Reg. 119/94, s. 4(5).
8. A staff list with start dates, pay, vacation owed and any written contracts.
9. The seller’s College registration status and any certificate of authorization.

The premises and the lease

The lease can quietly break the deal. O. Reg. 119/94, s. 3(2)(f), treats any lease or premises arrangement where the amount payable is tied to the fees charged or the volume of business as a conflict of interest. Percentage rent clauses, common in malls, need a hard look. The space itself also has to fit zoning and the Building Code for a clinic. I cover that in detail in optometry clinic space in Ontario; if you are weighing other health businesses, see buying a chiropractic clinic in Ontario.

Where I fit

I help buyers and sellers of professional practices across Toronto and the GTA with the real estate side: the lease, the assignment, the space and, where it makes sense, buying the unit. For a rough sense of what the premises are worth, the office space value estimator below gives a range in about a minute. When you have a practice in mind, book a call or phone 833-330-1925.

Frequently asked questions

Sources

• College of Optometrists of Ontario — Legislation and by-laws — Optometry Act, 1991 and O. Reg. 119/94
• O. Reg. 119/94 under the Optometry Act — e-Laws — conflict of interest s. 3 and 4; records retention
• College of Optometrists of Ontario — Professional corporations — shareholders, fees, 14-day notice of changes
• College of Optometrists of Ontario — Optometric Practice Reference — OPR 4.1 clinical equipment
• College of Optometrists of Ontario — Records and practice break-up
• Information and Privacy Commissioner of Ontario — PHIPA FAQ — transfer of records to a successor
• Government of Ontario — What OHIP covers — eye care coverage by age
• Regulated Health Professions Act, 1991, s. 27 — e-Laws — controlled acts
• Excise Tax Act, Schedules V and VI — Justice Laws Website — exempt practitioner services, cosmetic service supplies, prescription eyewear
• Excise Tax Act, section 167 — Justice Laws Website — joint election on the sale of a business
• Employment Standards Act, 2000 — e-Laws — s. 9 sale of a business; s. 67.2 non-compete agreements

Related reading

• Optometry clinic space in Ontario
• Buying a chiropractic clinic in Ontario
• Buying a massage therapy clinic in Ontario
• Buying a dental practice in Ontario
• Buying a physiotherapy clinic in Ontario
• AI office space value estimator
• Book a call with Jatin