Change of Direct Owner

Change of Direct Owner

What is a change of Direct Owner?

• Occurs when the corporation* that owns the pharmacy, the ‘direct owner’, changes.
• Can be due to the sale of the pharmacy, an amalgamation, a merger, or an acquisition.
• The new direct owner corporation will have a new BC incorporation number.
• The authorized representative of the new/amalgamated corporation must submit the application at least 30 days prior to the effective date.

*If your pharmacy is not owned by a corporation, contact the College for further direction.

How Do I Apply for a Change of Direct Owner?

1. Submit a Change of Direct Owner Application
   An authorized representative of the new direct owner must submit the following application requirements to: [email protected]: 
   • Application Form & Application Fee:
     • PODSA Form 8A: Application for Change of Direct Owner
        
   • Ownership Documents:
     • BC Company Summary – From the new direct owner and any BC incorporated parent corporations related to the direct owner (if applicable). The document(s) must be dated within the past 12 months (including the ‘Last Annual Report Filed’ date).
     • Central Securities Register – From the new direct owner and any BC incorporated parent corporations related to the direct owner (if applicable). The document(s) must be certified as a true copy by a lawyer or notary public.
        
   • Proof of Eligibility - Attestation
     • Form 5 – Manager/Direct Owner/Indirect Owner – Proof of Eligibility completed by:
       • Each indirect owner (directors, officers, and shareholders)
       • The pharmacy manager (the manager on the effective date of change)
          
   • Business Licence (or ‘Declaration’ below):
     • The business licence must include the operating name of the pharmacy, the name of the new direct owner, the pharmacy address, and the licence period must be valid and current.
     • If a business licence is not required for your pharmacy, submit written correspondence from the jurisdiction that they do not issue business licences.
        
   • Declaration – Deferred Submission of a Required Document(s) for Change Application (if applicable):
     • ​If business licence is unavailable due to delay, submit:
       • Declaration - Deferred Submission (page 1), and
       • Business licence receipt or written confirmation from jurisdiction regarding delay.
     • If ownership documents are unavailable due to amalgamation, submit:
       • Declaration - Deferred Submission (page 1), and
       • Amalgamation application filed with BC Registry.
          
   • Multiple Pharmacies Form (if applicable):

     • ​Form 9 – Multiple Pharmacies – required if multiple pharmacies are changing ownership at the same time.

   The Ownership Requirements Checklist will identify all documents required for Change of Direct Owner.

   Allow up to 14 days for processing.

2. Proof of Eligibility - Criminal Record History (CRH)

   Once the above requirements are processed and approved by the College, all applicable indirect owners and the pharmacy manager will receive instructions via email to complete their CRH (if a CRH has not been completed within the past 5 years).

   If the CRH of any indirect owner or the pharmacy manager expires before the pharmacy licence is issued, a new CRH will need to be completed.

   Allow up to 7 days for processing.

3. Application Complete

   The new authorized representative, and the previous authorized representative will both receive confirmation when the application is complete.

   Health Insurance BC (HIBC) of the Ministry of Health will be notified of the Change of Direct Owner

4. Licence Issuance

   The new pharmacy licence will be issued on the effective date (or the next business day). An email will be sent to the new authorized representative to confirm the new licence is available in eServices.

   The new licence will be available to download in eServices within 24 hours.

   Should any requirements be missing on the effective date, the new licence will instead be issued on the date the College approves the application.

   Refer to the Pharmacy Licensure Guide for more information.

Definitions

Direct Owner(s) – As defined in PODSA. Most pharmacies in BC have a corporation as the direct owner.

Indirect Owner(s) – As defined in PODSA. Most pharmacies in BC are owned by non-publicly traded corporations, and the indirect owners are the directors, officers, and shareholders. An indirect owner shareholder may be an individual or a corporation.

BC Incorporated Parent Corporations – Corporations that are incorporated in British Columbia and are shareholders of the Direct Owner corporation.

Authorized Representative(s) – The director(s) of the Direct Owner.

More Questions?

Who should submit the Change of Direct Owner application? The current owner or the new owner?

The new owner of the pharmacy must submit the Change of Direct Owner application and all applicable requirements. The current owner needs to sign off on the application form to confirm that they are aware of the change. 

Will the pharmacy licence number of the pharmacy change?

No, the pharmacy licence number remains the same for the lifetime of the pharmacy. A Change of Direct Owner will not affect the pharmacy licence number.

Do I have to renew my pharmacy licence if my pharmacy is undergoing a Change of Direct Owner?

If your pharmacy is due for renewal, either the pharmacy renewal application or the Change of Direct Owner application and required documents must be submitted by the pharmacy licence renewal deadline.  If the Change of Direct Owner application cannot be completed by the pharmacy licence expiry date, the renewal application must be completed if you wish to continue operating. Failure to complete either application by the pharmacy licence expiry date would result in the licence expiring. If the pharmacy licence is expired, you may choose from one of two options:

• Current Direct Owner applies for reinstatement of the pharmacy licence within 90 days (new Direct Owner can proceed with Change of Direct Owner after reinstatement)
• New Direct Owner applies for a New Pharmacy Licence to reopen the pharmacy.

What if the date of acquisition changes?

Update the College as soon as possible if there are any changes to the effective date or any other details of the application to avoid disruption to pharmacy services. 

Will there be any interruption to pharmacy services with this type of change?

Pursuant to section 6(1)(c) of the Pharmacy Operations and Drug Scheduling Act, a pharmacy licence is cancelled when the Direct Owner of a pharmacy changes. This means that a new pharmacy licence is issued to the new Direct Owner on the effective date. To ensure there are no disruptions to pharmacy services, a Change of Direct Owner application should be submitted no later than 30 days prior to the effective date.

Do I have to submit a diagram as part of the Change of Direct Owner application?

No, a pharmacy diagram is not required. However, it is the responsibility of the new Direct Owner to confirm that the layout of the pharmacy has not changed since the pharmacy licence was first issued or since a Change in Layout application was last submitted. If the layout has changed, the authorized representative must submit a Change in Layout application. If you are unsure if the College has the current layout of the pharmacy on file, you may request a copy of the diagram from: [email protected].

Do I have to submit a separate application if the pharmacy manager is changing? What about other types of changes?

Yes, if other changes occur at the same time as the Change of Direct Owner, separate application forms will be required. For example, a Change of Manager, a Change of Operating Name or External Signage, or a Change in Layout all require separate application forms. See the Multiple Changes section of the Pharmacy Licensure Guide for more information.

Do I have to submit multiple change applications if my corporation owns multiple pharmacies?

You may submit multiple Change of Direct Owner application forms, or you may submit one Change of Direct Owner form along with the Multiple Pharmacies form.

What is an amalgamation?

Amalgamation is the process where two or more corporations, the ‘amalgamating corporations’, merge and carry on as one corporation, the ‘amalgamated corporation’. The amalgamated corporation is a new legal entity with a new incorporation number. An amalgamation triggers a Change of Direct Owner application because the amalgamated corporation is a new legal entity with a new BC incorporation number (if incorporated in BC).

Can I submit ownership documents after the effective date?

You may submit the ownership documents after the effective date of change only in the case of an amalgamation. Submit a Deferral Form and a temporarily acceptable document as a placeholder:

• Declaration - Deferred Submission of a Required Document for Change Application and a copy of the Amalgamation Application filed with BC Registry Services

Updated ownership documents must be submitted no later than 30 days after the effective date.

Can I submit the business licence after the effective date?

Yes, you may submit the business licence after the effective date of change if you have submitted a Deferral Form and a temporarily acceptable document:

• Declaration - Deferred Submission of a Required Document for Change Application and
  • Written confirmation from the jurisdiction about the delay in issuing the business licence, or
  • Business licence receipt (ex. receipt for payment, automated email from the jurisdiction to confirm receipt of the application, or a response from the jurisdiction regarding the business licence application)

The updated business licence must be submitted no later than 14 days after issuance.

What type of receipt can I submit with the Deferral Form?

Acceptable types of receipts are a receipt of payment, an automated email from the jurisdiction confirming the business licence application has been received, or a response from the jurisdiction regarding the business licence application.

What is the difference between a Change Direct Owner and Change Indirect Owner?

A Change of Direct Owner occurs when the ownership of the pharmacy changes from one legal entity to another. This includes amalgamations.

A Change of Indirect Owner occurs when the directors, officers, and/or shareholders of a non-publicly traded BC corporation change, or when the directors or officers of a publicly traded corporation change.