The same rules for every bidder.

The timetable

Diligence

7 days or more

The seller opens bidding

Bidding

10 days

The same for every auction

Soft close

24 hours

After any late bid

Diligence starts when the listing is approved. Verified buyers sign the confidentiality agreement, read the package and ask the seller questions. Nobody can bid. The seller chooses when bidding opens, once they can see who has registered: no sooner than 7 days after the listing went live, and with at least 3days’ notice to every buyer. A date can be postponed, never brought forward. Bidding then runs for 10 days. If a bid arrives in the last 24 hours, the close moves to 24 hours after that bid, so every bidder always has a full day to answer the last one and the auction ends after a quiet day.

The bid step

Each bid must beat the last by at least the bid step. The seller chooses it, as a fixed dollar amount for the whole auction, between 0.25% of the starting bid (never under $100) and 5% of it. Too small, and the auction becomes hundreds of token bids. Too large, and it shuts out the buyer willing to pay a little more. Sellers who do not choose get about 1%.

Who may bid

• A verified buyer: somebody whose proof of funds, or of access to funds, an administrator has confirmed and is still current. You can bid up to the confirmed amount. Nobody else sees it.
• Who has signed the seller’s confidentiality agreement for that listing.
• Who has accepted that auction’s conditions of sale and signed the agreement by typing their name.
• Who joined before bidding opened and was not declined by the seller. Buyers are admitted when they sign; until bidding opens the seller may decline one, for a recorded reason.
• Not the seller, and nobody bidding for them.

The general conditions

These are part of every auction’s conditions of sale. Each auction adds its own particulars: the starting bid, the deposit, completion and what is included.

1. MicroM&A acts only as auctioneer. It receives, records and publishes bids and declares the highest bid. It does not act for the seller or for any bidder, does not negotiate, and gives no advice on price, value, tax or law. Every bidder should have their own solicitor and accountant.
2. The seller fixed these conditions before the listing went live. They cannot be changed for one bidder, and no bidder may make a bid on different terms. Only the price is bid.
3. Diligence happens before bidding. By registering, you confirm you have had the opportunity to read the confidential information package, ask the seller questions through MicroM&A, and take your own advice. Bids are not subject to financing, inspection or due diligence.
4. The seller sets the date bidding opens, no sooner than 7 days after the listing went live and with at least 3 days' notice to every buyer who has registered or signed the confidentiality agreement. The seller may postpone that date, with the same notice, but may not bring it forward. Bidding then runs for 10 days. A bid placed in the final 24 hours moves the close to 24 hours after that bid.
5. Every bid is a binding, irrevocable offer to buy on these conditions at the amount bid. Bids cannot be withdrawn. MicroM&A may void a bid made in obvious error, and records every void.
6. Bids are public. Each bid's amount and time is shown, and bidders are identified only by an anonymous bidder number.
7. Bids may not exceed the funds MicroM&A has verified for the bidder. Verified amounts are never shown to the seller or to other bidders.
8. The seller, and anybody bidding for or in concert with the seller, may not bid. Shill bidding voids the auction and will be reported.
9. A verified buyer who signs the agreement is admitted to bid at once. Until bidding opens, the seller may decline an admitted buyer for a reason from a fixed list, recorded for MicroM&A and not given to the buyer, and never on a ground prohibited by the Ontario Human Rights Code. Registration closes when bidding opens; after that nobody can be removed.
10. Private messages between the seller and buyers close when bidding opens and stay closed until the auction is resolved; questions go to the forum. Once the sale is agreed, the winning bidder and the seller can message each other again.
11. Questions go to the seller in the auction's forum. Every question and every answer is visible to all buyers under the confidentiality agreement, so every bidder bids on the same information.
12. When bidding closes, the highest bid at or above any reserve wins, and the winning bid is written into the Agreement of Purchase and Sale as the price. The agreement is then binding on the winning bidder and the seller, who both signed it in advance. Nobody signs again.
13. If the agreement cannot be formed for any reason, the winning bidder has 48 hours to sign it, and if they do not, the seller may offer the sale to the next-highest bidder at that bidder's own highest bid, who has 48 hours to accept and may decline.
14. If the auction has a reserve and the highest bid does not meet it, there is no sale unless the seller, within 48 hours of the close, elects to sell to the highest bidder at the highest bid. Bids stay binding for that period.
15. MicroM&A holds no money. Deposits are paid to the trust account named below.
16. Every sale is a sale of assets, and of the whole of what is listed: a whole business, a whole business with the land and buildings it runs from, or land and buildings. No shares, partnership interests or other part-interests in a business are sold.
17. On registering, each bidder signs the Agreement of Purchase and Sale, complete except for the price, as an irrevocable offer at the amount of any bid they place. The seller signed it before bidding opened. When bidding closes, the winning bid is written in as the price and the agreement is binding on both, without anybody signing again.