A Canadian Purchase Offer Letter is a formal written proposal from a prospective buyer to a property seller expressing the intent to purchase real estate at a specified price and under stated terms and conditions. This document initiates the negotiation process and, upon unconditional acceptance by the seller, creates a binding Agreement of Purchase and Sale under the Statute of Frauds. In Ontario, the Statute of Frauds (R.S.O. 1990, c. S.19, s. 4) requires all contracts for the sale of land to be in writing and signed by the party to be charged. In British Columbia, the Law and Equity Act (R.S.B.C. 1996, c. 253, s. 59) imposes the same requirement.

In Canadian real estate law, a purchase offer functions as a contractual offer that must contain sufficiently definite terms to constitute an enforceable agreement upon acceptance, including identification of the parties, a description of the property, the purchase price, and the proposed closing date. Once the seller signs an unconditional acceptance, a binding contract is formed. If the seller modifies any terms, this constitutes a counteroffer under common law principles, which rejects the original offer and creates a new offer that the buyer may accept or reject.

In most residential transactions across Canada, the standard practice is to submit offers using provincial standard forms such as the Ontario Real Estate Association (OREA) Form 100 for residential properties. However, a Purchase Offer Letter can serve as a valid initial offer, particularly in for-sale-by-owner (FSBO) transactions, private sales between parties, and commercial property acquisitions. In Quebec, the Civil Code of Quebec (Code civil du Québec, Articles 1385-1397) governs offer and acceptance for immovable property, and a notaire is required to complete the sale. Whether using a standard form or a custom offer letter, the document must comply with the applicable provincial real estate legislation.

A Canadian Purchase Offer Letter is needed when making a formal offer on residential property in a competitive market where verbal expressions of interest are insufficient and sellers require written offers with proof of financing. In major Canadian cities such as Toronto, Vancouver, Montreal, Calgary, and Ottawa, multiple-offer situations are common, and a well-drafted offer letter can differentiate a buyer from competing bidders.

This document is essential for for-sale-by-owner (FSBO) transactions where no listing agent is preparing standardized offer forms, and the parties must create their own written agreement. In private sales between family members, neighbours, or acquaintances, the offer letter establishes the formal terms of the proposed transaction and satisfies the writing requirement under the Statute of Frauds.

Buyers submitting offers below asking price use the offer letter to document the justification for the proposed price, referencing comparable sales data from the local MLS system, needed repairs identified through pre-offer inspections, or market conditions. Buyers purchasing investment properties such as rental homes or multi-unit buildings include specific conditions related to verification of rental income, review of tenant leases, and compliance with residential tenancy legislation (such as the Residential Tenancies Act, 2006 in Ontario or the Residential Tenancy Act in British Columbia).

The offer letter is also necessary when making offers that include non-standard terms such as vendor take-back financing, extended closing timelines, or lease-back arrangements where the seller continues to occupy the property after closing. Without a written offer, the buyer has no enforceable rights under the Statute of Frauds, and disputes over the terms of a verbal agreement are extremely difficult to resolve. Canadian courts, including the Supreme Court of Canada in Semelhago v. Paramadevan [1996] 2 S.C.R. 415, have affirmed that specific performance is available to enforce written real estate contracts.

The offer price must be stated clearly in Canadian dollars, along with the basis for the valuation if the buyer wishes to support the proposed price. In competitive markets, the offer letter should address whether the buyer is willing to cover any gap between the appraised value and the offer price, as lenders will only finance up to the appraised value. The financing method must be specified, including whether the buyer is obtaining a conventional mortgage (minimum 20% down payment), a high-ratio insured mortgage through CMHC, Sagen, or Canada Guaranty (5-19.99% down payment), or paying cash.

The deposit provision must specify the deposit amount (typically 1-5% of the purchase price in residential transactions), the payment method (certified cheque, bank draft, or wire transfer), who holds it in trust (listing brokerage, seller’s lawyer, or buyer’s lawyer), and the conditions under which the deposit is refundable. The deposit is held in trust pending closing and is governed by provincial trust account regulations and the rules of the applicable law society.

Conditions are a critical component of any Canadian purchase offer. The financing condition gives the buyer time to obtain mortgage approval, which must satisfy the Office of the Superintendent of Financial Institutions (OSFI) Guideline B-20 stress test requiring qualification at the higher of the contractual rate plus 2% or the 5.25% floor rate. The home inspection condition allows the buyer to conduct professional inspections and terminate the offer if the results are unsatisfactory. For condominium purchases, the status certificate review condition allows the buyer’s lawyer to examine the condominium corporation’s financial health, reserve fund, pending litigation, and bylaws under the applicable provincial Condominium Act. Each condition must include a specific waiver date.

Property disclosures should address UFFI (urea formaldehyde foam insulation, banned in Canada in 1980), grow operation history, environmental contamination, and outstanding work orders. The closing date, possession date, and governing law clause referencing the province where the property is located complete the essential elements. The offer expiration deadline establishes the timeframe within which the seller must respond, preventing indefinite exposure while the buyer pursues other properties.