Financing a professional practice in 2026: setup and buyout
Setting up or buying a professional practice means financing a mostly intangible asset: goodwill, equipment and start-up cash. Forecast, structure, guarantees and vendor loan, the method and the pitfalls.
Expert note: This article was written by our chartered accountancy firm. Information is current as of 2026. For a personalised review of your situation, contact us.
Quick answer. Financing a professional practice, at setup or buyout, means covering a mostly intangible asset: the goodwill of the client or patient base, the equipment, the fit-out and the start-up cash. The structure rests on a professional loan, backed by a credible forecast and guarantees (Bpifrance, surety), sometimes completed by a vendor loan. The bank above all finances a repayment capacity drawn from the expected profit.
Setting up as a self-employed professional or buying an existing practice is often a heavy investment, where most of the value sits in no inventory and no machine. Doctor, lawyer, expert, architect, physiotherapist: the financing follows a common logic, centred on the client base and the professional's ability to generate steady receipts. The difficulty lies in a paradox: you ask a bank to lend against an asset it can neither seize nor easily resell. The whole craft of the file is to turn that intangible into a demonstrable repayment capacity. Here is the method we apply in 2026.
Identify the financing need, intangible included#
The need of a professional practice adds up components of very different natures, and it is their total that must be financed, not just the most visible one.
At setup, you must finance the professional equipment, the fit-out of the premises, sometimes a leasehold right, and above all a start-up cash buffer while the patient or client base builds. At buyout, the central item is added: the goodwill of the client or patient base, or the buyback of the shares of a practice company. This intangible asset represents the value of the transferred portfolio and is, in many buyouts, a major part of the price.
The table below summarises the components of the need and their typical relative weight.
| Component of the need | At setup | At buyout |
|---|---|---|
| Goodwill / shares of the practice company | Not applicable | Main item of the price |
| Professional equipment | Significant | Varies with the state of the fleet |
| Fit-out, leasehold, compliance works | Significant | Often limited |
| Start-up cash and working capital | Essential | Essential in the first months |
| Acquisition costs (deeds, advisers, duties) | Low | Not to be neglected |
Properly costing this overall need is the first step, and the one most often rushed. Underestimating the start-up cash is, in the files we support, the most frequent cause of difficulties: the professional finances the purchase price to the minimum and runs short of cash as soon as the first instalments fall due.
The forecast, key to the bank's approval#
The bank does not finance a practice, it finances an ability to repay. That ability is demonstrated by a forecast.
The forecast projects the expected receipts, the operating charges, the professional's income and the social contributions, to deduce the repayment capacity. For a buyout, the practice's history is the objective base: receipts of recent years, loyalty of the patient base, cost structure. For a setup, everything rests on ramp-up assumptions that must be substantiated (location, competition, registration with the scheme, approval delays). The logic joins the analysis of the self-financing capacity, transposed to a liberal activity where the owner's income and the debt draw from the same profit envelope.
A credible forecast is neither an exercise in optimism nor a document of excessive caution. It must show a safety margin: what is left to live on once the loan instalment and contributions are paid? It is this question, not the headline revenue, that decides the approval.
The legal structure changes the financing#
The choice between sole practice and a practice company is not only a legal or tax question: it changes who borrows, what is financed and which guarantees the bank requires. The same practice is not financed the same way as a sole practitioner, as a French SELARL or as an SCP (a civil professional partnership).
| Structure | Who borrows and what is financed | Effect on the financing |
|---|---|---|
| Sole practice (BNC) | The professional borrows in their own name and finances the client base, equipment and fit-out | Borrowing capacity judged on the liberal income; personal surety almost always required |
| Practice company (SEL, SELARL, SELAS) | The company borrows to finance the shares or the client base; sometimes a holding buys the shares | Possible leverage via a holding; the bank asks for the owner's surety and a pledge of the shares |
| SCP, SCM | Purchase of shares (SCP) or simple sharing of means (SCM, with no common client base) | The financed scope differs: shares and a share of the client base in an SCP, equipment only in an SCM |
In practice, a buyout through a practice company opens the door to a holding structure, where the parent company borrows and repays thanks to dividend flows from the practice company. This scheme can improve the repayment capacity, but it makes the file more complex and calls for a case-by-case decision with your adviser. Conversely, the sole practice stays simpler to present to the bank, at the cost of a personal surety almost always required. The owner's social status (self-employed in a majority-held SELARL, employee-assimilated in a SELAS) also weighs on the projected income in the forecast, and therefore on the repayment capacity assessed by the bank.
The structure and the guarantees#
The financing combines a professional loan and guarantees calibrated to the risk. The following table links each component of the need to its most suitable financing method.
| Component | Suitable financing method | Indicative term |
|---|---|---|
| Goodwill, client base, shares | Professional loan, sometimes vendor loan | Medium term, aligned with the asset's amortisation |
| Equipment | Professional loan or leasing | Set to the useful life of the equipment |
| Fit-out and works | Professional loan | Medium term |
| Start-up cash | Down payment and cash line | Short term, renewable |
| Bank risk sharing | Bpifrance guarantee, surety | Backed to the loan |
The professional loan finances the goodwill, the equipment and the fit-out, over a term coherent with the financed asset: equipment amortises faster than a client base. A Bpifrance guarantee can share the bank's risk and unlock the approval, as we detail for the Bpifrance guarantee on a bank loan; liberal professions are eligible in practice, most often through a specialised guarantee body. The guarantee dedicated to business transmission can cover a share of the loan reaching up to 50% as standard, and up to 70% when set up jointly with a region. Depending on the operation, other risk-sharing schemes exist, which we compare in our analysis of the Bpifrance development guarantees. The exact share and the eligibility are assessed case by case with your adviser and the bank.
A refused guarantee is not a dead end. A professional loan remains accessible without a Bpifrance guarantee, provided you strengthen the other securities: a higher down payment, a personal surety, a pledge of the shares or the equipment, or even a larger vendor loan. The bank then adjusts its decision on the soundness of the forecast and the level of down payment, not on the mere presence of an external guarantee.
For a buyout, a vendor loan, by which the seller accepts a staggered payment of part of the price, can complete the structure and mark their confidence in the practice's continuity. It is a powerful signal for both the banker and the buyer, a subject we detail in our comparison vendor loan or bank loan. Be aware, however: a vendor loan is not a gift, it usually carries interest and is negotiated on both its term and its sureties.
Timeline to plan for: from the file to the release of funds#
Financing a practice is not wrapped up in a few days. It is better to build these delays into your signing calendar, especially if a transfer date is already set with the seller.
| Step | Indicative delay to plan for |
|---|---|
| Preparing the file (forecast, documents) | 2 to 4 weeks |
| Review and in-principle approval by the bank | 4 to 8 weeks |
| Setting up the Bpifrance guarantee | in parallel with the bank review |
| Release of funds after approval and signing of the deeds | 6 to 12 weeks from filing |
These orders of magnitude vary with the bank, the complexity of the structure and the presence of a guarantee. The key point: do not sign a transfer agreement with a deadline that is too short, or you risk having to finance under pressure or losing the deal. Our advice is to start the search for financing before signing any firm commitment, and to provide for a condition precedent of obtaining the loan.
Our view: start-up cash is the real judge of the file#
In the setup and buyout files we support, two variables make the difference between a calm start and a strained one. The first is the quality of the forecast, judged not on revenue but on what is left to live on after repayment. The second, almost systematically underestimated, is the sizing of the start-up cash. A practice does not run at full capacity in the first month: the patient base transfers, scheme registrations get set up, the first collections arrive late. Our approach is to cost the overall need, intangible and cash included, to build a defensible forecast, then to combine the levers: professional loan, Bpifrance guarantee and, where relevant, vendor loan. For a buyout, the practice's history is the trump card of the file; at setup, it is the soundness of the assumptions that stands in for a history.
The underestimated risk: confusing purchase price with financing need#
Many buyers reason on the purchase price alone. Yet the real financing need is higher: you must add acquisition costs, working capital and start-up cash. Financing the price to the minimum, with no buffer, exposes you to a cash squeeze from the first instalments, at the very moment the activity has not yet reached cruising speed. This risk does not show up in the profit forecast, only in a monthly cash plan. The reflex is to always read it twice: a forecast income statement for the bank, a month-by-month cash plan for the buyer.
A common case: a buyout financed to the minimum#
A healthcare professional buys a practice financing only the goodwill, that is most of the price, through a professional loan. Having failed to plan start-up cash, the first three months are strained: while taking over the patient base, receipts do not yet cover the fixed charges or the loan instalment. Cash turns red and the professional forgoes income to hold on.
Reconstructing the file, the analysis is clear: the need had been costed on the purchase price alone, without working capital or safety margin. Adding, from the outset, a cash line and the support of a Bpifrance guarantee would have smoothed this difficult patch without materially raising the overall cost. For a subsequent buyout, supported this time upstream, the need was costed overall, cash included, and the financing calibrated accordingly: the start happened without a break.
In practice: preparing your professional practice financing#
- Cost the overall need, not just the purchase price: goodwill or shares, equipment, fit-out, acquisition costs, working capital and start-up cash.
- Build two complementary documents: a three-year profit forecast and a monthly cash plan over at least twelve months.
- For a buyout, require from the seller the receipts and cost structure of recent years: this is the objective base of the forecast.
- Prepare your down payment: it reassures the bank and often conditions access to the guarantee.
- Identify the risk-sharing levers upstream (Bpifrance guarantee, surety) and the possibility of a vendor loan.
- Have the structure reviewed by your chartered accountant before signing: the loan term, the borrower insurance and the articulation of the guarantees are negotiated only once.
Watch points#
A few pitfalls keep coming up in setup and buyout financing in the liberal professions.
- Undersizing the start-up cash: this is the most frequent cause of difficulty, especially in the first months of a buyout.
- Setting the loan term to the equipment rather than the client base: goodwill amortises over several years, not over the life of a device.
- Forgetting acquisition costs and borrower insurance in the overall cost of the financing.
- Treating the vendor loan as free: it usually carries interest and is negotiated on its sureties and term.
- Presenting a forecast with no safety margin: the bank looks at what is left to live on after the instalment, not the revenue alone.
- For a practice company, confusing a share buyback with a goodwill buyback: the legal, tax and guarantee structure differs.
Frequently asked questions
What must be financed to set up or buy a professional practice?+
At setup, the equipment, the fit-out of the premises and a start-up cash buffer while the client base builds. At buyout, the goodwill of the client or patient base is added, or the buyback of the shares of a practice company, often a major part of the price. Acquisition costs and working capital must also be planned.
Why is the forecast decisive for the bank?+
Because the bank finances an ability to repay, not an asset it could resell. The forecast demonstrates this ability: expected receipts, charges, income, contributions and what is left to live on after the instalment. For a buyout, the practice's history is the objective base; at setup, it is the ramp-up assumptions that must be substantiated.
How do you finance the goodwill?+
Through a professional loan, over a term coherent with this intangible asset, sometimes completed by a vendor loan where the seller accepts a staggered payment. A Bpifrance guarantee can share the risk and unlock the bank's approval. The term is set to the amortisation of the client base, not to that of equipment.
What is a vendor loan and what is its benefit?+
It is a staggered payment granted by the seller: part of the price is paid over time. It completes the bank financing, eases the recourse to credit and marks the seller's confidence in the practice's continuity, a signal valued by the banker. It usually carries interest and is negotiated on its term and guarantees.
Do you really need to plan start-up cash?+
Yes, it is essential, especially at setup or in the first months of a buyout, while the client base builds or transfers. Underestimating this cash is the most frequent cause of difficulties: you finance the price to the minimum and run short of liquidity from the first instalments.
Does the Bpifrance guarantee apply to the liberal professions?+
In practice, yes. The liberal professions, regulated (doctors, lawyers, chartered accountants, architects) as well as unregulated, can benefit from Bpifrance guarantees, often through a specialised guarantee body or a partner regional fund. These guarantees share the bank's risk and ease access to the loan, notably for a practice buyout. The guarantee dedicated to transmission can cover a share of the loan reaching up to 50% as standard, and up to 70% in partnership with a region. The usual conditions relate to the viability of the project (forecast, down payment) and to the cap on the guaranteed exposure; they are assessed case by case with your adviser and the bank. A refused guarantee does not close the door: a loan stays possible by strengthening the down payment and the sureties.
Key takeaways#
- Financing a professional practice covers the goodwill, the equipment, the fit-out and the start-up cash: an overall need, not the purchase price alone.
- The goodwill of the client or patient base is often a major part of a buyout price.
- The forecast, credible and substantiated, judged on what is left to live on after the instalment, is the decisive element of the bank's approval.
- The structure combines a professional loan, a Bpifrance guarantee and sometimes a vendor loan, each line set to the right term.
- The start-up cash must be properly sized, or difficulties come quickly.
- For a buyout, the practice's history is the trump card of the file.
Official sources#
- Bpifrance Création: bank guarantees
- Bpifrance: Transmission guarantee
- Bpifrance Création: using a vendor loan
- economie.gouv.fr: taking over a business
Article written by the Hayot Expertise firm, registered with the Ordre des experts-comptables d'Île-de-France. Updated for 2026. This article is for information purposes; a decision specific to your situation requires a review of your project, your documents and the context of your practice.

Article written by Samuel HAYOT
Chartered Accountant, registered with the Institute of Chartered Accountants. Certified Pennylane trainer.
Regulated French accounting and audit firm based in Paris 8, built to support companies across France with a digital and decision-oriented approach.
Sources
Official and operational sources cited for this page.
This topic is part of our service Tax accountant in Paris | CIT, VAT & tax audits
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