Pharmacy ownership rules in Saskatchewan

Saskatchewan runs pharmacy ownership through a permit that the Saskatchewan College of Pharmacy Professionals issues under The Pharmacy and Pharmacy Disciplines Act and its own regulatory bylaws. The College says it can issue a proprietary pharmacy permit to a proprietor in the name of the pharmacy manager, and that legislated requirements must be met before an application is approved. For a purchaser the consequence is direct: the vendor’s permit does not carry over, and the buyer’s permit has to be in place before the business can operate under new ownership. This guide follows the College’s own pages and guidelines on a sale, from notice through to the vendor’s after-closing tasks. For the seller’s side more broadly, see selling a pharmacy in Canada.

What counts as an ownership change

The College says an ownership change occurs when there is a sale of the assets of a pharmacy to a new person or entity. When it does, the pharmacy permit terminates and the new owner must make a new application. Notice must be given to the College at least 10 days before the planned change, and the guidelines have the current pharmacy manager give a Notice of Intent to Sell and proposed date of change at least 10 days before the change, while the incoming pharmacy manager informs the College of the intent to purchase. The guidelines are written around a corporate purchaser that becomes the new proprietor. If the deal is a share purchase instead, ask the College in writing how it treats that structure rather than assuming the asset-sale steps apply.

What the College asks of a corporate buyer

The guidelines ask the purchaser to give the name of the new proprietary operating corporation that will assume ownership and the names of its directors. They list conditions for those directors: the pharmacy manager must be a director of the corporation, a majority of the directors must be registered College members, and directors who are members must be in good standing. A Change of Directors/Officers form lists the directors. The College adds that a licensed pharmacist who takes the pharmacy manager designation also takes the duties of a director of the corporation under clause 19(1)(b) of the Act. It states that approval of the proprietary pharmacy permit will not be granted before all requirements are met, and an approved permit would be valid to November 30 of the current permit year.

What the vendor must do afterwards

The College sets tasks for the vendor too. Under the College’s guidelines, the vendor completes and submits the Pharmacy Ownership Change Vendor Requirements within 10 days after the official date of the ownership change, and destroys the current pharmacy permit within 10 days after completion of the sale. The vendor form records the vendor’s last day of business and the date of the ownership change, includes informing patients of the change in ownership, and ends with a signed declaration that the closure procedures have been completed. The College also notes that the Community Pharmacy Incident Reporting (CPhIR) username and password should be given to the new owner. If not, the pharmacy manager must sign a new data-sharing agreement and provide it to ISMP Canada. These tasks belong in the closing checklist, with named responsibility.

Opening, renewal and the cost of missing a filing

The College’s page on opening a new pharmacy says an online application and fees are submitted by the proposed pharmacy manager, with corporate documentation and the application form required within the specified timeframes. It says the pharmacy manager must notify a number of organizations, including the Saskatchewan Drug Plan, eHealth and the Pharmaceutical Information Program, computer vendors and third parties, when opening a pharmacy. Ask which of those apply to an acquired pharmacy. The College’s pharmacy permits page also says that where there is a new pharmacy manager or a new owner, or at permit renewal, certain program requirements must be met, including a new or amended data-sharing agreement for the CPhIR program. The College also says a fee payable by the proprietor can be assessed for failing to file required information, and that failing to meet bylaw requirements can result in an invalid permit and closure of the pharmacy, and/or disciplinary action.

Questions to settle before signing

• Whether the deal is an asset sale, and if not, what the College says about the structure in writing.
• Whether the buyer’s corporation can seat a pharmacy manager as a director and a majority of College members as directors.
• Who files the 10-day notice the College requires, and which date the parties treat as the official date of the ownership change.
• Who completes the vendor requirements and the patient notice, and who holds the CPhIR login.
• Whether each proposed director has reviewed the Pharmacy Manager Responsibilities and Directors’ Duties documents that the guidelines tell directors to review.
• What the agreement provides if the buyer’s permit is not approved by the planned change date.