By Rémi Dudreuil, Managing Director of Cabinet Licence 4
Updated on
Cession, mutation, translation, transfert: what do they mean?
| Cession | The sale of the licence, on its own or with the business, recorded in a sale contract. |
|---|---|
| Mutation | A change of owner or operator: the licence stays at the same place, and the new operator declares it at the town hall. |
| Translation | Moving the licence to another address in the same town, outside protected zones. |
| Transfert | Moving it to another town: within the same département, or to a neighbouring département, with the prefecture's authorisation. |
When you sell your licence on its own, there is therefore a sale (cession), followed by a mutation, a translation or a transfer depending on where the buyer will operate it.
Selling the licence on its own or with the business
The licence is one of the elements of the business (fonds de commerce). It can be sold with it: this is then a sale of the business, with its own rules (legal publication, creditors' objection period).
It can also be sold on its own, and the buyer transfers it to their own premises. This is often the best solution when the business is hard to sell, or when the premises are sold for another activity. Selling after a closure
The sale contract
The sale contract records the sale. It identifies the licence (category, town, declaration receipt), states the date it was last operated, the price and payment terms, and any conditions precedent, for example the buyer obtaining their operating permit or the transfer authorisation.
It can be drawn up privately or before a notary. At the firm, our lawyers draft it and gather the documents, free of charge for the seller. When the firm buys the licence back, the sale contract contains no conditions precedent.
The formalities after signing
It is the buyer who declares the change of owner, the move within the town or the transfer to the town hall where the licence will be operated (in Paris, the Préfecture de Police), at least fifteen days before starting to operate, using form Cerfa 11542. They must hold the operating permit. If the licence moves to another town, the prefecture's authorisation is required, and if it is the last Licence IV in your town, the mayor's approval too.
In the Haut-Rhin, Bas-Rhin and Moselle départements, local law applies: the application is made to the prefecture or sub-prefecture.
On your side, keep a copy of the sale contract and the documents provided. The firm follows these steps through to completion.
When are you paid?
| Buyback by the firm | Sale to a buyer | |
|---|---|---|
| Payment | Within 48 hours of signing the sale contract | On the terms set in the sale contract with the buyer |
| Conditions | None: no transfer or loan condition | Those agreed with the buyer |
| Fees for you | None | None |
Tax on the sale
If the licence belongs to your business, its sale can generate a business capital gain: the difference between the sale price and its book value. Exemption schemes exist, depending in particular on the business's turnover or on retirement.
Depending on whether the licence is sold on its own or with the business, and on your tax regime, VAT and registration duties do not apply in the same way. Unless otherwise agreed, registration duties are paid by the buyer. Your accountant will tell you which treatment applies to your situation.