What pharmacy owners need to know

If you own an existing pharmacy in Queensland, you must apply for a pharmacy business licence by 2 November 2026. You should also confirm that your ownership structure complies with the new rules.

Queensland’s new pharmacy licensing regime is now in effect, and the deadline is fast approaching. This article follows our earlier update, New legislation affecting pharmacy owners in Queensland.

What has changed?

The Pharmacy Business Ownership Act 2024 (Qld) took full effect on 1 November 2025. It created a new licensing system, run by the Queensland Pharmacy Business Ownership Council (the Council).

If you owned a pharmacy before the new rules commenced, you must lodge a licence application by the deadline. However, the requirements go beyond completing a form. You also need to confirm that everyone who owns part of your pharmacy, or benefits from it, is permitted to do so under the new rules. This is particularly important where a pharmacy is owned through a company or trust.

Who can hold an interest in a pharmacy?

The new law limits who can hold a material interest in a pharmacy. Broadly, this includes people who own part of the pharmacy business, such as shareholders in the company that owns it, or people who can benefit from a trust that owns it.

Generally, a material interest may only be held by:

• a practising pharmacist, or
• a close adult relative of a practising pharmacist who has an interest in that same pharmacy.

A “close adult relative” means only the pharmacist’s spouse or their children aged 18 or over. Parents, other relatives and children under 18 are not included. A material interest holder must also be an individual, not a company.

Examples of eligible pharmacy owners in Queensland include:

• a practising pharmacist, owning it personally or in their capacity as trustee of a trust
• a friendly society
• a company whose directors and shareholders are all practising pharmacists
• a company whose directors and shareholders are a mix of practising pharmacists and their spouses or adult children, provided practising pharmacists hold the majority of shares and all voting shares.

Shareholders can also hold their shares through a trust, provided the trust meets the same eligibility requirements.

Trusts and companies require particular attention

A trust is an arrangement where one person or company (the trustee) holds assets on behalf of others (the beneficiaries). Many pharmacies are owned through a family trust, also called a discretionary trust, where the trustee decides each year who receives the income.

Under the new rules, the beneficiaries of a trust that owns a pharmacy may count as having a material interest. The same applies where a shareholder in the pharmacy-owning company holds their shares through a trust. The beneficiaries of that trust generally need to meet the eligibility requirements as well.

Owners should not assume their structure complies simply because it has been accepted in the past.

The trust deed is the legal document that sets out the trust’s rules, including who can benefit. Family trust deeds often list a wide range of possible beneficiaries. This may create issues where the list includes people who are not eligible to hold a material interest, such as:

• children under 18
• extended family members
• companies, including “bucket companies” (companies set up to receive trust income, usually for tax reasons)

The Council has confirmed that a material interest holder must be an individual. Legal commentators have also flagged family trusts with wide beneficiary lists, and company beneficiaries, as areas requiring attention.

Where a pharmacy is owned through a company, owners should ensure that:

• the company’s directors and shareholders meet the ownership rules
• anyone who benefits from a trust holding shares in the company is eligible
• the company and trust setup otherwise complies with the Act

Seek tax advice before making changes

If your structure needs to change, avoid making amendments solely to satisfy the licensing requirements. Changes to a trust, a company or ownership interests can have tax and stamp duty consequences. The outcome will depend on your existing structure and the changes proposed.

Proposed changes should be reviewed from both a legal and tax perspective before they are implemented, particularly if you plan to:

• change who can benefit from a trust
• change a trust deed
• transfer shares or other interests
• restructure the group that owns the pharmacy

Lodge your application now, even if your structure is still under review

Identifying a potential issue with your structure does not mean you should delay your application. For example, if your pharmacy is in the process of being sold, the Council notes that you must still apply if the sale may not settle before 2 November 2026.

Certain existing owners may be eligible for transitional arrangements extending to 1 November 2027. The eligibility criteria are specific, so advice should be obtained before relying on this extended period.

The immediate priority is to meet the licensing deadline. Any necessary restructuring should then be considered carefully rather than rushed (this includes considering the recent announcements with respect to trusts and Capital Gains Tax).

Your checklist before 2 November 2026

• Have you lodged your pharmacy business licence application?
• Have you identified everyone who owns part of the pharmacy or benefits from it?
• If a trust is involved, have the trust deed and list of beneficiaries been reviewed?
• Are there children under 18, extended family members or companies in the structure that require further consideration?
• Are the relevant pharmacist owners registered and practising?
• If your structure needs to change, have you considered the tax, stamp duty and legal consequences first?

How to apply

Applications are made online through the Council’s Pharmacy Business Ownership Administration System (PBOAS). Directors, shareholders and trust beneficiaries can also complete their required consents and declarations there.

For more information, visit the Council’s website.

Next steps

The new regime has been discussed for some time, but it is no longer on the horizon. The legislation is in force, the licensing system is operating, and existing owners should be taking steps to address their position now.

If you are unsure whether your ownership or trust structure meets the new requirements, or would like assistance reviewing it before 2 November 2026, please contact your Holman Hodge adviser.

This article is general information only and does not constitute legal or tax advice. How the new rules apply to you depends on your circumstances and ownership structure. Please seek advice from your accountant and/or legal adviser before changing your ownership structure.

About the author 

Serry Leombruno is a Manager at Holman Hodge. He works with a stable of pharmacy clients, supporting tax and compliance, management accounting and advisory around matters such as restructures, cashflow and transactions. Coming from commerce, with a pharmacy and retail background, he has an understanding of systems and processes, providing insight into business improvement.

For many pharmacy owners, succession is not just a commercial decision; it’s personal.

Many senior partners have spent decades building their pharmacy, investing time, reputation and money to support their family and community. When a child studies pharmacy and wants to join, it often seems like the perfect way to keep the family legacy alive.

But what if another pharmacist, such as a long-term employee or junior partner, is also hoping for an opportunity to become an owner?

This is where family dynamics and business realities come together, making careful planning and clear communication essential.

Succession to the next generation can look simple on paper. The child is qualified, knows the business culture and shares the family vision. For many owners, it feels like a natural next step.

However, pharmacy is rarely a solo enterprise. There may already be:

• A co-owner or partner with expectations of their own
• A long-serving manager who has been informally ‘lined up’ as the next partner
• A structured partnership agreement with defined entry and exit pathways.

Bringing a family member into the business can create uncertainty, feelings of favouritism and unexpected conflict.

In family businesses, the biggest risk is often not financial but relational. If succession is handled poorly, it can harm partnerships, split families and weaken team culture.

One of the most important things you can do is be clear about your intentions.

If you plan for your child to take over in the future, share this openly and thoughtfully, especially if other pharmacists see themselves as future partners.

Avoiding the conversation to keep your options open can lead to misunderstandings. It may also cause another pharmacist to invest time, energy or money in a future that may never eventuate.

Clear communication doesn’t mean you have to decide right away. It means being honest about what you’re considering and what will affect your decision.

The family element

Family businesses often struggle to balance opportunity and entitlement. In pharmacies, this can raise questions like:

1. Will your child need to meet specific performance or leadership criteria before becoming an owner?
2. Will they buy in on the same commercial terms as any other partner?
3. How will their remuneration and responsibilities be determined prior to ownership?

Setting clear, objective criteria protects both the business and the family. It makes sure ownership changes are based on ability and contribution, not just family ties.

It is not uncommon for family groups to encourage emerging family members to work in different environments and broaden their experience before being offered a senior role or equity in the family business. This can bring fresh ideas into the family enterprise while helping the individual build the experience, credibility and perceived worthiness required for the role.

If you’re considering another pharmacist for partnership, the entry criteria should be just as clear and consistent.

Structuring the transition

Succession isn’t a single event. It’s a process.

You will need to consider:

• A staged equity transfer over time
• Minority ownership initially, with performance milestones
• Separate employment agreements and shareholder agreements
• Clear governance structures that define decision-making authority.

It’s also important to think about how this affects current partners. Will their interests be reduced? Does the partnership agreement allow for family succession? Are there funding plans for a buy-in?

These are not just technical details. They influence whether the process feels fair, transparent and trustworthy.

Letting go 

Succession planning is not only about preparing the next owner. It is also about preparing the current owner for life after ownership.

Many pharmacy owners have spent decades building their business and being the person everyone turns to for decisions. Stepping back can therefore be one of the most sensitive and challenging parts of the succession process.

A successful transition often requires:

• Clearly defining when decision-making authority will change
• Allowing the incoming owner or next generation to lead
• Establishing an agreed role for the retiring owner, if they will remain involved
• Creating a shared understanding of what “stepping back” means in practice.

Without clear boundaries, the incoming owner may struggle to establish authority, while the outgoing owner may feel disconnected from the business they have built. The best succession plans prepare both generations for change.

Protecting family relationships

Family businesses work in two worlds: the family and the business. What makes sense for one may not work for the other.

As a Family Business Advisor, I’ve seen that the most successful transitions happen when families:

• Separate family discussions from business decisions
• Agree on shared values and long-term vision
• Document expectations clearly
• Involve independent advisers early.

This approach helps families navigate difficult conversations respectfully and in a structured way, reducing the risk of conflict later.

Accommodating family and non-family successors

Sometimes, both a family member and a non-family pharmacist can become owners, particularly in a pharmacy group with several partners, multiple locations or plans for growth.

The key is alignment:

1. Does the ownership structure support shared growth?
2. Are roles clearly defined?
3. Is there a pathway for expansion that accommodates multiple partners?

When growth is limited, difficult decisions may be necessary. Delaying them rarely makes them easier.

Succession in pharmacy is about more than transferring shares. It is also about preserving relationships, protecting the pharmacy’s reputation and ensuring the community continues to receive quality care.

When agreement cannot be reached

Even with thoughtful planning and open communication, there may be times when the family, existing owners and intended successors cannot agree on a workable path forward.

In that situation, continuing at all costs is not always the kindest or most responsible option. An orderly exit, buy-out or sale of the pharmacy may provide clarity, protect the value of the business and, importantly, give family relationships the best chance of surviving beyond the business.

That outcome can feel disappointing, particularly when the original hope was to keep the pharmacy in the family. However, choosing a respectful and commercially sound separation is not a failure. Sometimes, it is the decision that best protects the people involved.

If you are considering bringing the next generation into your pharmacy, particularly where there are existing or prospective partners, start planning early and create space for honest conversations.

Managed well, succession can preserve the legacy of the pharmacy, strengthen the business and protect the relationships that matter most. Managed poorly, it can place lasting strain on everyone involved.

If this situation sounds familiar, now may be the right time to step back and develop a clear succession plan that balances commercial fairness with family values. Get in touch.

About the author

Krista Fenix is an Associate Director at Holman Hodge. She works with numerous pharmacies and has built a close affinity with retail and hospitality clients too. Personal experience working in a multigenerational family business, as well as being an Accredited Family Business Advisor, brings a valued perspective to pharmacy clients, particularly those entering or exiting an ownership group.

This October, Holman Hodge is opening its doors to ADL Fashion Week for an evening where business, creativity and couture come together.

Dress for Success – Where Business Meets Couture will transform the Holman Hodge workplace into a live couture editorial on Saturday, 10th October, as part of the 2026 ADL Fashion Week program.

Hosted at Holman Hodge’s Level 15 offices at 45 Pirie Street, the interactive event will bring fashion into an unexpected setting, inviting guests to experience the modern workplace through a more creative lens.

Where business meets creativity

The evening will blend fashion, business and immersive storytelling, with live performance, networking and premium South Australian hospitality bringing the space to life.

Guests are also encouraged to become part of the experience, embracing a creative business avant-garde dress code with statement pieces, artistic styling and couture-inspired looks.

For Holman Hodge, hosting the event is an opportunity to support Adelaide’s creative community while bringing together people from across business, fashion and industry in a different way.

Just as successful businesses are shaped by individuality, ideas and the people behind them, Dress for Success celebrates personal expression and challenges traditional ideas of what the modern professional environment can look like.

ADL Fashion Week 2026

Running from 7–11 October, ADL Fashion Week brings together designers, retailers, creatives and businesses through a city-wide program celebrating South Australian fashion and style.

Holman Hodge is proud to be an event partner for Dress for Success – Where Business Meets Couture, alongside Next Work Space, Design Eyewear, David Heatley Photography & Tahlia Fellows Photography, The Lane Vineyard and On Cockatoo Lane Catering.

Dress for Success – Where Business Meets Couture
Saturday, 10 October 2026
6:00pm – 8:00pm
Holman Hodge, Level 15, 45 Pirie Street, Adelaide
Tickets: $90

Purchase tickets via ADLFASHIONWEEK.COM

We look forward to welcoming guests to Holman Hodge for an evening that brings a little couture into the corporate world.

The Federal Government has completed consultation on draft legislation proposing significant changes to the taxation of discretionary trusts. The consultation period closed on 18 September 2026, and the Government is considering feedback from industry groups, businesses and professional advisers before determining the final form of the legislation.

If enacted, the measures would represent a substantial change for many family groups, business owners and investors who use discretionary trusts for income distribution, asset protection and succession planning. However, the proposals remain in draft form and important details may change.

What has been proposed? 

The Government has proposed a 30% minimum tax on certain discretionary trust income from 1 July 2028. Under the draft legislation:

• The trustee would be responsible for paying the minimum tax.

• Non-corporate beneficiaries would generally receive a non-refundable tax offset for the minimum tax paid by the trustee in respect of their share of trust income.

• Corporate beneficiaries would be treated differently and would not receive the beneficiary tax offset under the current draft.

• Certain trusts and categories of income would be excluded from the minimum tax.

• An election may allow eligible existing trusts to make fixed distributions to nominated beneficiaries and remain outside the minimum tax regime.

• Rollover relief may be available for eligible trusts that choose to restructure.

The draft legislation also proposes new rules for determining whether a trust is a fixed trust.

Who may be affected? 

The proposals are most likely to be relevant to:

• Family groups using discretionary trusts to distribute business or investment income.

• Property investors holding assets through discretionary trusts.

• Businesses that distribute income to multiple family members.

• Trust structures involving corporate beneficiaries.

• Families reviewing succession or estate planning arrangements involving discretionary trusts.

The actual impact will depend on the trust deed, the nature of the trust income, the beneficiaries and the final form of the legislation.

What should you do now? 

Our advice is to prepare, but not act prematurely.

• Do not restructure solely because of the current proposals.

• Avoid transferring property, investments or business assets solely in response to the draft legislation.

• Consider an initial review of the trust structure so potential issues and information requirements can be identified early.

• Seek advice where a trust regularly distributes income to multiple family members or uses a corporate beneficiary.

Look beyond tax 

Any future decision to restructure should consider more than tax outcomes alone. Asset protection, succession planning, estate planning, financing arrangements, transaction costs, state taxes and duties, and broader commercial considerations may be equally important.

Our view 

While these proposals have the potential to significantly change the taxation of discretionary trusts, the legislation remains in draft form and important aspects may still change.

For most of our clients, the prudent approach is to understand the potential impact on their existing structure without rushing into costly restructuring decisions before the final law is known.

Holman Hodge is monitoring developments. Please contact your Holman Hodge adviser for further information.

A significant shift in how trust distributions are viewed

On 10 June 2026, the High Court handed down its decision in Commissioner of Taxation v Bendel. This is a major development for family trusts and private business groups that use corporate beneficiaries as part of their structure.

For many years, business owners have used trusts to distribute income to a company (often called a “bucket company”) so that profits are taxed at the company tax rate, while the cash stays in the operating company to support the business or fund investments.

The Bendel decision directly affects how these arrangements are treated.

The issue – unpaid trust distributions

In a typical structure:

• A trust distributes income to a company
• The company pays tax on that income
• The cash is not paid out immediately

This unpaid amount is called an unpaid present entitlement (UPE).

For many years, the ATO treated many UPEs as loans for Division 7A purposes. This meant:

• Complex compliance requirements
• The need to document loan agreements
• Risk of deemed dividends if not managed correctly

What the High Court decided

The High Court rejected the ATO’s position on the facts of this case.

In simple terms, the Court said:

• A UPE is not automatically a loan just because it remains unpaid
• Doing nothing (that is, not calling for payment) is not the same as lending money
• Whether a loan exists depends on the actual legal and commercial relationship

The Court looked closely at the trust deed, trustee resolutions and accounting treatment. In Bendel, it found the amounts were held separately for the company and that no borrower–lender relationship existed.

Why this matters

This decision challenges a long-standing ATO approach that has influenced trust planning for more than a decade.

In practical terms:

• UPEs may no longer trigger Division 7A automatically
• Some existing arrangements may have been more conservative than necessary
• There may be planning opportunities going forward

However, this does not mean all UPE arrangements are now safe.

Important cautions

While the decision is positive, there are still important risks:

• The ATO is reviewing the decision and will update its guidance
• Other tax rules may apply depending on the facts, including:
  • Subdivision EA
  • Section 100A (reimbursement agreements)
  • Part IVA (anti-avoidance rules)
• Loans, payments or benefits provided to individuals can still trigger Division 7A
• Each structure depends heavily on its trust deed and how it is operated

In short, the decision removes one risk, but does not remove all risk.

Federal Budget changes – a bigger picture issue

At the same time, the 2026–27 Federal Budget proposes major changes to how discretionary trusts are taxed from 1 July 2028.

Key proposed changes include:

• A minimum 30% tax on trust income
• Limited or no benefit from distributing income to lower-tax beneficiaries
• Corporate beneficiaries not receiving credits for tax already paid at the trust level

If enacted, these changes may significantly reduce the effectiveness of traditional “bucket company” strategies and could lead to double taxation in some cases.

What should you do now

Given the uncertainty, a cautious and practical approach is recommended:

• Do not unwind existing structures without advice
• Continue to follow established processes for year-end distributions
• Review your trust deed, resolutions and documentation
• Do not assume Bendel applies to your situation
• Wait for further ATO guidance before making major changes

Most importantly, review your position in the context of both the Bendel decision and the proposed Budget changes.

Final thoughts

The Bendel decision is a significant and welcome clarification for many business owners. It removes a key technical risk that has applied to trusts and corporate beneficiaries for many years.

However, it comes at a time when broader tax reforms may change how trusts are used in the future.

The combination of these developments means this is an ideal time to review your structure and ensure it remains appropriate.

Need help?

If you would like to understand how the Bendel decision impacts your situation, please contact your Holman Hodge adviser.