Buying a bar-tabac in France: a practical guide, from the preliminary agreement to opening day

October 26, 2026  | William MAK

Here are the steps, the documents to gather and the most common pitfalls, in the order in which they arise.

In brief

• The tobacco counter is not sold with the business: it passes to a successor who must be presented to, and approved by, French customs.
• The buyer and each of its partners must meet the nationality, good character and training requirements to operate.
• The Française des Jeux authorisation requires an opinion from the Ministry of the Interior, which can take two months.
• The preliminary agreement must make these approvals conditions precedent and set a deadline that allows for the procedures.
• In practice, allow four to six months between signing the preliminary agreement and opening the bar-tabac.

Step 1: check before signing

Before making any offer, the buyer checks that it can be approved. The manager of the tobacco counter, any deputies and the partners of the general partnership (société en nom collectif) must be French nationals or nationals of the European Union, the European Economic Area or Switzerland, offer guarantees of good character assessed on the basis of bulletin no. 2 of their criminal record and of their compliance with tax and customs obligations over the previous three years, and must not manage another tobacco counter (Article 5 of Decree no. 2010-720 of 28 June 2010). The buyer also chooses its structure: a sole trader, or a general partnership whose partners are all natural persons and whose manager holds an absolute majority of the shares (Article L. 3512-14-3 of the French Public Health Code).

As regards the business, the buyer obtains the last three sets of accounts, the breakdown of tobacco commissions and gaming commissions, the lease, the Licence IV receipt and the statement of charges registered against the business.

Step 2: the preliminary agreement

The preliminary agreement sets the price and the conditions precedent: customs approval, Française des Jeux authorisation, the loan, no pre-emption by the municipality, the terrace permit, the position of registered creditors and works to the building. The buyer pays an immobilisation deposit, held in escrow. It is returned if a condition fails through no fault of the buyer.

The agreement must set a realistic deadline. If the procedures fall behind, the parties must sign an extension amendment before the deadline, failing which the agreement may lapse. An annex lists the documents the seller must provide and their dates: technical surveys, electricity and gas reports, safety register, employment contracts and creditors’ statements.

Step 3: presenting the successor to customs

The seller writes to the regional tobacco department of the customs directorate to present the buyer as successor, before the sale (Article 20 of Decree no. 2010-720). Customs sends the candidate an application form and the list of documents; the candidate has two months to return a complete file, and some directorates ask for the first documents within three weeks. The file includes in particular:

• a valid identity document;
• tax status certificates issued by the tax offices;
• the preliminary agreement for the sale of the business and, where applicable, the agreement for the lease;
• for a general partnership, the draft articles of association, together with the identity documents, tax certificates and sworn statements of each partner;
• the fit-out plan of the premises;
• the opening days and hours of the counter, with the manager’s attendance hours;
• the certificate of initial professional training;
• at a later stage, the operator’s bank details and registration.

Customs then issues a certificate of application, useful with the bank and the approved supplier, but which is not an approval.

Step 4: Française des Jeux and PMU

The authorisation to operate gaming is not transferred with the business. As soon as the preliminary agreement is signed, the buyer files an application with the Française des Jeux: identity documents and tax notices of the managers and partners, articles of association, the preliminary agreement, the financing plan and evidence of the buyer’s own contribution. The Française des Jeux may only authorise the outlet after a binding opinion from the Minister of the Interior. That opinion is deemed favourable if no response is notified within two months of the acknowledgement of receipt of the complete file (Article R. 322-18-1 of the French Internal Security Code). Training, the financial guarantee and the signing of the contract follow. Horse-race betting with the PMU follows the same logic.

Step 5: Licence IV, terrace and town hall

Three steps are taken with the municipality. The declaration of transfer of the Licence IV (full on-licence for alcohol), at least fifteen days before the buyer takes possession (Article L. 3332-4 of the French Public Health Code), together with the operating permit obtained after the compulsory training. The application for a terrace permit, which does not pass with the business. And, if the business lies within a local retail protection area, the prior declaration of the sale, made by the seller on pain of nullity: the municipality has two months to exercise its right of pre-emption (Article L. 214-1 of the French Town Planning Code).

Step 6: satisfying the conditions and signing the deed

Before signing, the buyer checks that each condition precedent has been met and gives written notice of it. On the seller’s side, employees must have been informed at least one month before the sale in businesses with fewer than fifty employees (Article L. 141-23 of the French Commercial Code), and the municipality must have waived its right of pre-emption where the business lies within a protection area.

On the day of signing, the seller and the buyer initial the statement of monthly turnover since the last financial year (Article L. 141-2 of the French Commercial Code). The deed is then registered with the tax authorities and the sale published. The price remains in escrow while the seller’s creditors may assert their rights.

Step 7: taking up office

Once the deed is signed, the buyer signs the management contract with customs, on the start date agreed with them: only from that signature may the buyer sell tobacco and buy stock from the approved supplier (Article 2 of Decree no. 2010-720). If the signing of the deed is postponed, customs must be told without delay so that the start date can be moved, as must the Française des Jeux for the commissioning of the outlet.

The most common pitfalls

Several difficulties come up regularly when taking over a bar-tabac:

• a partner who does not meet the requirements of nationality or good character, discovered after signing, which blocks the file;
• a preliminary agreement that expires while an approval is still pending, because no extension was signed before the deadline;
• seller documents that never arrive, delaying the checks and the satisfaction of the conditions precedent;
• works to the building revealed late, with neither their cost nor who pays for them clarified;
• inconsistent accounts on cash or payroll, making it hard to assess the business;
• a loan offer whose interest rate terms expire after the signing is postponed, forcing the financing to be revisited.

Frequently asked questions

How long between the preliminary agreement and opening?

In practice, allow four to six months. The customs file must be complete within two months of the request, the Minister of the Interior’s opinion on the Française des Jeux authorisation comes within two months of the complete file, and the bank often waits for both approvals before issuing its loan offer. A delay of a few weeks is common: the preliminary agreement should provide for it.

Who pays for works to the building discovered before signing?

It depends on the terms of the commercial lease. Since 2014, major repairs can in principle no longer be charged to the tenant under leases entered into or renewed since then (Article R. 145-35 of the French Commercial Code). Before signing, ask for the forecast of works and a written undertaking from the landlord on who bears them. Concealed works may justify a price reduction.

Can the seller present a successor after operating for less than three years?

In principle, no: the manager must have run the tobacco counter for at least three years without breaching their obligations. The decree provides for exceptions, in particular where a disaster interrupted the business, in the event of medically certified unfitness, an exchange of roles between spouses or partners of the general partnership, or the opening of safeguard or judicial reorganisation proceedings.

Conclusion

A successful bar-tabac takeover also depends on keeping to the timetable. Most of the work is done before the preliminary agreement: checking the requirements for each partner and gathering the documents. The agreement must then set out the conditions precedent, the dates to be met and the terms of any extension.

MOSAIK assists buyers and sellers of bars-tabacs at every stage: preliminary agreement, customs and Française des Jeux applications, licence, lease and deed of sale. See our page Sale and purchase of a bar-tabac.

William Mak

Lawyer - Founder