If you own a care home, you'll know residents can't be left without care for a day, whatever is happening to the business around them. The law sees it the same way, which is why selling a care home takes more steps than selling most businesses, and why the order matters.
This guide covers care homes in England, which are regulated by the Care Quality Commission (CQC). It explains what happens to the registration and the manager when a home changes hands, then the building, the residents' funding and the staff. It doesn't cover tax.
Every care home needs a registered provider
Providing accommodation with nursing or personal care is a regulated activity, and it's a criminal offence to carry one on without being registered with CQC for it. So the first question in any sale is which legal entity will be the registered provider on the day after completion.
CQC registers the organisation itself, not the people who own it. That's why the structure of the sale makes such a difference. Our guide to share sales and asset sales explains the two routes in general. For a care home, they look like this.
| What the buyer buys | Registered provider afterwards | What CQC needs |
|---|---|---|
| The shares in your company | Your company, as before | Notice of changes, such as a new nominated individual or new directors |
| The home and its business, as assets | The buyer | A registration application from the buyer, made alongside yours |
If you run the home as a sole trader or a partnership, there are no shares to sell, so the sale works like an asset sale. CQC lists a partnership's partners as a condition of its registration, so a change of partners needs an application too.
In an asset sale, the buyer registers as a new provider
CQC calls this a sale and transfer, with you as the outgoing provider and the buyer as the incoming one. You both apply at around the same time, and CQC links the applications and assesses them together while care carries on at the home.
The buyer applies to register, or to add your home as a new location if it's already registered with CQC. You apply to remove the home from your registration, or to cancel your registration altogether if you're selling everything and stopping. When it assesses the applications, CQC checks these things.
- You're still providing care at the home.
- The home stays at the same address, with a continuing regulatory history.
- Nobody is providing care while unregistered.
If you ask, CQC can send a position statement letter saying it doesn't expect to refuse the application or set unusual conditions. It can still change its view if new information comes in, but the letter gives both sides something to plan around. CQC completes the registration once both sides' solicitors confirm the sale has completed, and if that date slips badly the application may be assessed again, so tell CQC as soon as the timetable moves.
CQC says its assessment can take several months, so don't agree a completion date in heads of terms that assumes it'll be quick. Our guide to how long it takes to sell a business covers the rest of the timetable.
In a share sale, the provider stays the same
If the buyer buys the shares in the company that runs the home, the company stays the registered provider. There's no new registration, but CQC still needs to hear about the changes that come with new owners.
The registration regulations require the provider to give CQC written notice, as soon as it reasonably can, of a change of director, secretary or similar officer, and of a change of nominated individual. The nominated individual is a senior person in the company whose name has been given to CQC as responsible for supervising how the care is managed. If that's you and you're leaving, the buyer needs someone ready to take on the role on completion.
The company also has to satisfy itself that its directors are fit and proper people, so if the buyer is putting in its own directors, those checks belong before completion.
The registered manager has their own registration
A company or partnership that provides care must have a registered manager for each regulated activity. That's the person in day-to-day charge of the care, and they hold their own registration with CQC, separate from the provider's.
In a share sale, the manager's registration carries on. In an asset sale, it's the buyer's job to make sure a registered manager is in post. Your manager can apply to continue their registration under the buyer, or remove your home from their registration if they're staying with you, or cancel it.
Buyers look hard at the manager, because a new one has to satisfy CQC that they're a fit person, with the right qualifications and experience and an enhanced DBS check, before they can be registered. If your manager plans to leave around the time of the sale, say so early. If they're staying, agree with the buyer when they'll be told and who tells them.
The buyer takes on your inspection record
When a home changes provider, the new provider inherits the home's history on the CQC website, including its rating and its latest report. CQC won't combine old ratings with new ones to make an overall rating, and it plans the next inspection based on its last assessment. A buyer is taking on your record as well as your building, so expect them to read your inspection reports and any enforcement history closely.
The building, owned or leased
Decide early what you want to do with the building, because it changes the shape of the deal.
- If you own the freehold, you can sell it with the business, or keep it and let it to the buyer on a new lease. Keeping it gives you rent after the sale, along with a landlord's risks.
- If you lease the building, the buyer will look at how long is left, the rent, the repairing terms and what the lease allows the building to be used for.
In an asset sale the lease has to be assigned to the buyer, which usually needs the landlord's consent. In a share sale the lease stays with your company, but check it for a clause triggered by a change of control. Most business tenants have the right to renew their lease when it ends, unless that right was given up when the lease started, and a buyer will check which kind you have.
CQC registers the home's address as a location, and sets a condition on how many people can be accommodated there. Changing that number needs a separate application, and the sale and transfer route doesn't cover moving the service to a different address.
Residents and who pays for their care
Most homes have a mix of residents. Some are paid for by their local council after a needs assessment, sometimes with a family member paying a top-up so they can live in a home that costs more than the council will pay. Others pay for themselves. In a home registered to provide nursing care, the NHS pays a contribution towards eligible residents' nursing care whoever pays the rest, and a few residents are fully funded by the NHS through continuing healthcare.
A buyer will want to see that mix and how it has changed, because council places are paid at the council's contract rates while self-funding residents pay your fees under their own contracts with you. Those contracts have to comply with consumer law. The Competition and Markets Authority has published consumer law advice for care home providers, and a buyer's solicitor will read your contracts against it.
In an asset sale these contracts have to move to the buyer, which needs the other side's agreement unless the contract says otherwise, so read your council contracts early for anything about a change of ownership.
Your staff and your sponsor licence
In a share sale your company stays the employer, and nothing changes in law for your team. In an asset sale, staff usually move to the buyer on their existing terms under TUPE. Our guide to TUPE when you sell a business covers the duty to inform and consult them.
If some of your carers work for you on Skilled Worker visas, your sponsor licence needs as much attention as your CQC registration. The Home Office's guidance for sponsors says a licence isn't transferable, and what happens next depends on the deal.
- A share sale. If the controlling number of shares passes to a new owner, the Home Office treats that as a change of ownership even though the employer hasn't changed. The company must report it and apply for a new licence, both within 20 working days of the change. Sponsored workers then move to the new licence without each making a new application.
- An asset sale. Where sponsored staff move under TUPE, the buyer needs a licence of the right type. If it doesn't have one, it must apply within 20 working days of the staff moving. If it doesn't apply in time, or is refused, those workers' permission will be cancelled.
Recruiting has changed as well. Since 22 July 2025, a care provider can only sponsor a care worker or senior care worker who is already in the UK, either someone who has worked legally for that provider for at least three months, a route due to end on 22 July 2028, or someone already here as a sponsored care worker. A care sponsor in England also has to hold an active CQC registration.
A buyer can't replace a sponsored carer who leaves by recruiting from abroad, so expect questions about how many of your team depend on your licence and when their visas end. These rules are correct as of 19 October 2026 and change often, so check the current guidance before you agree a timetable.
What a buyer will check
Alongside the usual accounts and contracts, expect a buyer of a care home to look at these.
- Your CQC registration and its conditions, inspection reports, any enforcement action and the notifications you've sent CQC.
- The registered manager, the nominated individual and the directors.
- Occupancy over the last few years, the mix of council, NHS and self-funded residents, and the contracts and top-ups behind them.
- Staffing levels, agency use, training records, right to work checks and your sponsor licence records.
- The building, including the title or lease, its condition and fire safety.
- Complaints and safeguarding records.
Our guide to due diligence has the general list of documents buyers ask for. Having these ready before you talk to anyone saves weeks later.