Pharmacies

Your pharmacy and your wealth, one strategy

The firm acts regularly for pharmacy owners, on acquiring and selling a pharmacy and on the legal and tax organisation of their professional and personal wealth.

SELthe practice
Successionchildren, Dutreil
SPFPLthe holding
Exit & retirementthe sale
SCIthe premises
Private wealthproperty, investments
How the firm works

The pharmacy’s structure: SEL, SPFPL or direct ownership

Choosing an SEL, an SPFPL or direct ownership is not settled at the moment of acquisition alone.

It determines how you pay yourself, what you can reinvest, how the premises are held, what you will be able to pass on to your children and on what terms you will leave.

Some of those consequences are fixed by the very first transaction and can then only be undone through a reorganisation. The firm therefore structures the pharmacy taking the pharmacist’s wealth as a whole into account from the outset.

A single picture

The pharmacy, the premises, your home, your investments and your retirement are analysed within one framework, not file by file.

A lasting point of contact

The engagement does not end with the transaction: buying a property, taking on a partner, making a gift to your children, preparing your exit.

Coordination we take on

The firm works alongside your accountant, your notaire, your banker and your wealth adviser, and keeps the whole consistent.

01The transaction

Acquiring and selling a pharmacy

The firm secures the legal and tax dimensions of the transaction, working with your financial and institutional partners.

Choice of structure

Direct ownership, SELARL, SELAS, SPFPL, SNC, SCI: the available structures compared against your objectives, your financing and the rules specific to the profession.

Buying shares or buying the business

Legal and tax consequences of the price agreed, the interaction between a sale of the business, a sale of shares and a sale of goodwill, and how the transaction is structured.

Financing

Personal contribution, debt held at holding level, the pharmacy’s capacity to distribute, the parent-subsidiary regime and, where relevant, tax consolidation.

Transaction documents

Sale agreements, warranties and indemnities, conditions precedent, escrow and the completion timetable.

Shareholders’ agreement and governance

How decisions are allocated, how partners come in and leave, exit clauses, and the interaction between the operating company and the holding.

The profession’s regulatory framework

Composition of the share capital, control by practising pharmacists, registration with the Ordre: the structure is designed to hold within the framework that applies to pharmacies.

The pharmacy premises

Held directly or through an SCI, subject to income tax or to corporation tax, the trade-off between rent and dividend, and the consequences on a future sale.

Sale and exit

Selling shares or selling the business, treatment of the capital gain, available reliefs, contribution-and-sale arrangements and the timing of the transaction.

02Beyond the pharmacy

Structuring the pharmacist’s wealth

This is where the firm adds what is its own: placing the pharmacy back within your wealth as a whole, professional and personal alike.

Remuneration and dividends

The trade-off between salary, distributions and repayment of the acquisition debt, taking account of how dividends from an SEL and an SPFPL are treated for social security purposes.

Real estate

The pharmacy premises, your main home, buy-to-let investments: how each is held, the tax regime that applies and consistency with the professional structure.

Passing on to your children

Gifts of shares, splitting bare ownership from usufruct, the Dutreil pact where its conditions are met, and the interaction with the holding’s governance.

Preparing the exit

Timing, the capital gains regime, contribution-and-sale arrangements and reinvestment of the sale proceeds.

Protecting your family

Matrimonial regime, the legal framework of protection cover, what becomes of the pharmacy if life intervenes, and protection of your spouse.

Retirement and future income

Tax treatment of supplementary income and the trade-off between accumulating within the holding and holding personally.

Growth

A second pharmacy, a stake in another structure, taking on a fellow pharmacist: preserving the holding’s capacity to invest.

International

Tax residence, moving abroad, assets or accounts held outside France: cross-border matters are handled within the same framework.

The timeline

The stages of a pharmacy matter

The trade-offs available are not the same depending on when the question arises.

  1. 01Before setting up

    Choosing the structures

    How you will practise and how you will hold, the size of the financing, how the premises are held, your matrimonial regime.

  2. 02Running the pharmacy

    Remuneration and distributions

    Remuneration and distribution policy, repayment of the acquisition debt, cash retained in the holding, first private investments.

  3. 03Growth

    A new stake, a new partner

    Buying a further stake, taking on a fellow pharmacist, acquiring another business: the transaction assumes the existing structure can accommodate it.

  4. 04The exit

    Passing on or selling

    A gift to your children, a sale to a fellow pharmacist, joining a group: the regime that applies turns on decisions taken earlier.

Questions

Frequently asked questions

Professional company or sole practice: which structure to acquire a pharmacy?

A société d’exercice libéral allows several pharmacists to hold the business together and lets an SPFPL holding company sit in its capital; it is subject to corporate income tax and changes how the owner’s remuneration is treated. The choice depends on the financing, the partnership envisaged and the transfer horizon.

What is an SPFPL for?

The SPFPL holds the shares of the operating company. It allows the acquisition loan to be repaid out of dividends taxed at a low rate, and then prepares the transfer of the business or the reinvestment of the sale proceeds.

Sell the business or sell the shares of the operating company?

A sale of the business is taxed inside the company and the proceeds stay there; a sale of the shares is taxed on the shareholder at the flat tax, with a regime of its own on retirement. The trade-off is costed for each pharmacy.

How is the owner taxed on retirement?

The fixed €500,000 allowance of article 150-0 D ter applies, subject to conditions, to the gain on a sale of shares in a company subject to corporate income tax by a director who claims their pension within two years of the sale.

Does the firm work with my accountant and my notary?

Yes. The firm acts on the tax side and on the structuring documents, articles, shareholder agreements and SPFPL, in coordination with the accountant, the notary and the transaction advisers.

Answers current as at 9 September 2026

An acquisition, a sale or a reorganisation ahead?

The firm looks at your situation as a whole, the pharmacy, the structure and the wealth around it, and proposes a coherent framework, one that holds over time.