Pharmaceutical Compliance
NHS Regulations
Buying a pharmacy is not just like buying any business; there are certain requirements that a buyer will have to fulfil before being permitted to proceed with the sale. This will particularly be the case if there is an NHS contract attached to the pharmacy. As part of the process an application will need to be made to NHS England.
Premises registration
If you are buying the pharmacy’s assets, or taking over or being granted a lease, the ownership change of the property may need to be registered with the General Pharmaceutical Council (GPhC). The registration process again has certain time requirements that should be met and completion should be scheduled accordingly.
Fitness to practice
Before being able to provide NHS services as a new owner, the superintendent pharmacist is required to present a fitness to practice certificate. Prior to purchasing the pharmacy, it is important to undertake a due diligence exercise to ensure there are no impediments to complying with NHS’ fitness to practice requirements.
Superintendent Pharmacist
If you are purchasing the pharmacy as a limited company and which does not already own a pharmacy, then a superintendent pharmacist must be appointed and a form containing their details must be sent to the GPhC.
NHS England consent
Pharmacies are highly regulated, and as an owner/operator, you will need to understand your compliance obligations and keep informed of any changes to regulations and/or industry guidelines. Depending on how the transaction is structured, you will either need to notify NHS England of the transaction or obtain its consent to transfer ownership of the pharmacy. Transactions where the pharmacy’s assets are being purchased (known as an asset sale) require the consent of NHS England. However, share purchases of an existing operation, may also require approval, for example, where an NHS contract is held by a shareholder or director rather than a corporate entity. Completion of the sale should be conditional on said approval being granted, which should be timed appropriately to account for NHS England’s approval process.
Use the PCSE system to get started
The NHS offers its own gateway to NHS contract transfers via its PCSE online service. To use it, you’ll need to register by emailing PCSE.Marketentry@nhs.net. Once you send your intent to register, you’ll either receive an automated account email or be asked further questions. When you have log-in credentials, you can log in to the system and choose to submit a new application or notification or view the status of your existing application. After your application has been approved, you’ll have to submit a notice of commencement to the NHS. Again, you can use PCSE to do this online. Once you’ve completed your application, it’s a case of waiting for a decision. However, you should do this at the start of negotiations so that you can proceed with the buying process alongside your NHS contractual considerations.
When should I submit my NHS contract transfer application?
The NHS application process can take a long time, so if you intend to buy you need to prepare your application as early as possible. Most buyers submit their application as early in the buying stage as they can – especially before contracts begin changing hands so that the consent process can progress as your business dealings progress.
As a buyer, you should ask for some form of exclusivity commitment from the seller even before contract negotiations start. NHS change of ownership applications are visible in the public domain so this agreement will protect you as you head down the buying route.
NHS consent can take a long time as the review process usually occurs once a month. There’s a 30-day appeal period granted once a decision is given, so the earlier you can apply, the more chance you have to dispute any issues before you’ve finalised the sale.
Once NHS consent is granted, the actual changes must be implemented within six months. The sales process should not take that long, but both the buyer and seller should be mindful of that timeline as a deadline and aim to have all contractual issues resolved and handover complete. If the sale breaks down, the seller must ask the buyer to withdraw their application or completion notice – unless they’ve already negotiated some form of agreement to protect them in this situation.
NHS Ownership Transfers for Pharmacies
When you acquire a pharmacy under a different name from its existing owner, you must register as the new owner with the NHS to dispense prescriptions. There are only a finite number of listed pharmacies, limiting the number of new businesses established in the UK – which is why most pharmacy owners simply take over existing ones rather than try to build from scratch.
When you do buy a pharmacy, the transfer of the NHS contract should be your number one priority, as you won’t be able to trade until you have it. The two most common formats for buying a pharmacy are asset purchases or share purchases. In a share purchase, where you buy shares in the owner’s company, you often don’t need NHS consent as technically there’s no overt change in ownership provided the contract is in the company name. However, in an asset purchase, where you buy the business and its assets, you will always need to acquire consent to a change of ownership.
In all likelihood, however, even those pursuing share purchases will need to notify the NHS because any change to factors like opening hours, services offered, and premises expansions/relocations can warrant a need for consent.
Fortunately, the NHS offers a digital system that handles applications covering all of these issues. Whether you buy through assets or shares, you can use this platform to lodge your application and amend the details that are pertinent to your business and planned changes.
Miss KazimI had the pleasure of working with Tabriz Rashid for legal matters related to our pharmacy, and I cannot recommend him highly enough. He is incredibly smart, professional, and thorough in his work. From the moment we started working together, he showed a deep understanding of both the legal complexities and the specific needs of the pharmacy industry.
What stands out most is his responsiveness and willingness to go the extra mile. He explains things in a way that’s easy to understand, always takes the time to answer questions, and provides practical solutions. I truly felt that he had our best interests at heart throughout the entire process. If you’re looking for a lawyer who is not only knowledgeable but also genuinely cares about his clients, Tabriz Rashid is the one to call. His expertise and support have been invaluable to us.
Miss KazimI had the pleasure of working with Tabriz Rashid for legal matters related to our pharmacy, and I cannot recommend him highly enough. He is incredibly smart, professional, and thorough in his work. From the moment we started working together, he showed a deep understanding of both the legal complexities and the specific needs of the pharmacy industry.
What stands out most is his responsiveness and willingness to go the extra mile. He explains things in a way that’s easy to understand, always takes the time to answer questions, and provides practical solutions. I truly felt that he had our best interests at heart throughout the entire process. If you’re looking for a lawyer who is not only knowledgeable but also genuinely cares about his clients, Tabriz Rashid is the one to call. His expertise and support have been invaluable to us.
Mr KadriI want to thank Tabriz his outstanding support and dedication throughout the pharmacy purchase . He has always been available, even outside regular hours, to answer my questions and address any concerns. His professionalism and commitment made a challenging process much easier for me. It was my first time purchase and so with his attention to detail, patience and knowledge he gave me confidence and peace of mind throughout.
Miss KazimI had the pleasure of working with Tabriz Rashid for legal matters related to our pharmacy, and I cannot recommend him highly enough. He is incredibly smart, professional, and thorough in his work. From the moment we started working together, he showed a deep understanding of both the legal complexities and the specific needs of the pharmacy industry.
What stands out most is his responsiveness and willingness to go the extra mile. He explains things in a way that’s easy to understand, always takes the time to answer questions, and provides practical solutions. I truly felt that he had our best interests at heart throughout the entire process. If you’re looking for a lawyer who is not only knowledgeable but also genuinely cares about his clients, Tabriz Rashid is the one to call. His expertise and support have been invaluable to us.
Miss KazimI had the pleasure of working with Tabriz Rashid for legal matters related to our pharmacy, and I cannot recommend him highly enough. He is incredibly smart, professional, and thorough in his work. From the moment we started working together, he showed a deep understanding of both the legal complexities and the specific needs of the pharmacy industry.
What stands out most is his responsiveness and willingness to go the extra mile. He explains things in a way that’s easy to understand, always takes the time to answer questions, and provides practical solutions. I truly felt that he had our best interests at heart throughout the entire process. If you’re looking for a lawyer who is not only knowledgeable but also genuinely cares about his clients, Tabriz Rashid is the one to call. His expertise and support have been invaluable to us.
Mr KadriI want to thank Tabriz his outstanding support and dedication throughout the pharmacy purchase . He has always been available, even outside regular hours, to answer my questions and address any concerns. His professionalism and commitment made a challenging process much easier for me. It was my first time purchase and so with his attention to detail, patience and knowledge he gave me confidence and peace of mind throughout.