Selling a tied lease is an assignment, and you can only do it if your agreement allows it. Once you tell your pubco you want to assign, regulation 12 of the Pubs Code says it has to tell you, as soon as reasonably practicable, what fees you'll pay, what dilapidations it wants fixed first, and what it means for you and the buyer. The bit most people miss is after the sale. On a lease granted since 1996 the pubco can make you guarantee the buyer's rent as a condition of consent, so if they go bust, the bill can come back to you.
Leases change hands in this trade all the time. Someone's done their five years, someone's had enough, someone's health won't take another winter of it. The questions in the groups are always the same ones: can I sell it, what's it worth, and how long will the pubco take. The Pubs Code answers some of that and is silent on the rest. Here's what it actually says, and what it leaves to you.
First: can your agreement be sold at all?
Not every tied agreement can be assigned, as the Pubs Code Adjudicator's own guidance puts it. Your agreement decides, and if you signed after the Pubs Code came in on 21 July 2016, the pubco had to tell you which one you've got before you signed. Schedule 1, paragraph 21 requires it to say whether the tenancy may be assigned or sold, the procedure you have to follow, and the procedure the pubco follows when you ask.
So the first job is the one that costs nothing: find that pre-entry information and the assignment clause in the lease itself. If you can't find the pack, ask your BDM for the procedure in writing. If the lease says no assignment, there's nothing to sell, and you're into surrender or seeing out the term, which is a different conversation.
The Pubs Code only covers tied tenants of pub companies with 500 or more tied pubs in England and Wales. The definition of tenancy includes a lease of any length. If you're with a smaller pubco or a family brewer under that line, these rules don't apply to you, though your lease still does. Scotland has its own separate tied pub law.
What the pubco has to do once you say you want to sell
Regulation 12 kicks in when you notify the pubco that you intend to assign. From that point it must, as soon as reasonably practicable:
| The pubco must | Regulation | Why it matters to you |
|---|---|---|
| Explain to you and the proposed buyer what the assignment means for both of you | 12(2)(a) | Gets the buyer's questions answered by the pubco, not by you guessing |
| Tell you any fees you'll pay for the assignment | 12(2)(b)(i) | You need this before you agree a price with a buyer, not after |
| Tell you any dilapidations it wants fixed before, or as a condition of, the assignment | 12(2)(b)(ii) | This can be the biggest number in the whole sale |
| Give you the Schedule 1 tenancy information, or whatever has materially changed since you got it | 12(2)(b)(iii) | The buyer needs current rent, tie, repair and price list information to value it |
Where your lease needs the pubco's agreement to assign, which most do, it can't say yes until it's satisfied the buyer has had that information, has been advised to do pubs entry training and has been advised to get independent advice, including from a surveyor with tied pub experience. The training advice isn't needed if the buyer already runs another tied pub, has three years of relevant business management experience, or has held a tied tenancy with that pubco before.
If there's an investment agreement on your pub, the buyer also has to be told in writing what it does to their rent assessment and market rent only rights, and get a copy of it. I covered how those agreements switch off MRO in the investment exception guide. If you took investment in return for a higher rent, expect a buyer to ask hard questions about that.
If the pubco refuses, it has to tell both you and the buyer as soon as reasonably practicable. The Code doesn't give a number of days. "As soon as reasonably practicable" is the test throughout.
Can the pubco just say no?
The Pubs Code doesn't stop a pubco refusing. Your lease and general landlord and tenant law decide that. Most commercial leases say consent can't be unreasonably withheld. Where yours does, the Landlord and Tenant Act 1988 adds teeth: once you've made a written application, the landlord owes you a duty, within a reasonable time, to give consent unless it's reasonable not to, and to serve written notice of its decision, with the conditions if it says yes and the reasons if it says no. If it later comes to an argument, it's for the landlord to show it acted reasonably and in time.
That's why everything goes in writing. A request for consent in an email to your BDM, with the date on it, starts a clock that a chat at the bar doesn't. And if a BDM visit covers the sale, the Code says the notes come to you within 14 days and you get seven days to challenge them. The BDM visit notes guide has how to use that.
The dilaps bill comes first
Regulation 12 makes the pubco tell you what dilapidations it wants sorted as part of the assignment. In practice the bill lands one of two ways: you fix them, or you knock the cost off the price and the buyer takes them on, with the pubco's agreement. Either way it comes out of what you walk away with.
Disputes about the extent of dilapidations, or who's responsible, can't be resolved under the Pubs Code. That's a legal and surveying fight. The dilapidations guide covers the schedule, the six-month survey rule and how to push back on the list. My advice is to get your own surveyor in before you put the lease on the market, not after a buyer's surveyor has found it all.
The guarantee nobody mentions: the AGA
When you assign a lease granted on or after 1 January 1996, the Landlord and Tenant (Covenants) Act 1995 releases you from the lease's tenant covenants. You walk away clean. Except the same Act lets the landlord make you sign an authorised guarantee agreement, an AGA, where the lease needs consent to assign and consent is given on the condition that you guarantee the buyer.
Under an AGA you guarantee the buyer's performance of the lease. Section 16 says it can make you liable as if you were the main debtor for what the buyer owes, and if the lease is disclaimed, say on insolvency, it can require you to take a new lease for the rest of the term. What it can't do is make you guarantee anyone after the buyer, or bind you once the buyer is released from the lease themselves.
Put plainly: sell your lease to someone who stops paying the rent in year two, and the pubco can come to you for it. People sell, move on, and find out years later. Read your assignment clause for the word "guarantee", ask your solicitor whether an AGA will be required, and if it is, think hard about who you're selling to. A buyer with a track record and real money behind them is worth a lower price.
What it costs to sell, line by line
| Cost | Who sets it | When you find out |
|---|---|---|
| Pubco assignment fee | The pubco, under your lease | Regulation 12 makes them tell you once you notify |
| Dilapidations | The pubco's schedule, then negotiation | Same, under regulation 12 |
| Your solicitor | Quoted by them | Ask for a fixed fee before you market it |
| Business transfer agent, if you use one | Quoted by them | Before you sign their terms |
| Your surveyor on the dilaps | Quoted by them | Before you accept the pubco's list |
| Rent and charges up to completion | Your lease | You already know. They keep running until the day it completes |
There's no published scale of pubco assignment fees, and I'm not going to invent one. Ask for it in writing early. On the other side of the ledger, ask what happens to your deposit, and get a list of the pubco's kegs, casks and gas cylinders on your premises reconciled before completion, because missing containers get charged to the outgoing tenant. The empty kegs and container charges guide covers how that goes wrong.
What's the lease worth?
Whatever a buyer will pay for it as a business, and nothing in the Pubs Code sets a value. A lease is a right to trade a pub for the years left on it, on its rent and tie terms, so years remaining, the rent, the tie and how much the place actually makes all move the number. A business agent writing in the Morning Advertiser put it simply: have up-to-date accounts, including your profit and loss and VAT returns, so the best possible premium can be assessed.
This is where the stock side comes in, and it's why I'd sort it a year before you sell, not a month. A buyer's accountant reads your gross profit before anything else. If your accounts show a wet GP that bounces from 48% to 61% because the stock figure at each year end was a guess, the buyer either discounts the price or walks. Steady GP, backed by counts that tie up, is what makes the accounts believable. I wrote about why the stock number in the accounts and the stock on the shelf so often don't match in stock value doesn't match accounts, and how year-end stock feeds your profit in the year-end stock valuation guide.
Completion day: the stock is yours to sell
The stock in the cellar and behind the bar on the day you hand over is yours. Usually it's sold to the incoming tenant at valuation, counted on the changeover day by a stocktaker or by both of you together, and paid for on top of the price for the lease. It's real money. On my rough sums, a cellar with eight kegs on, two spare, a few cases and a full spirits shelf is easily a four-figure sum at cost.
Agree how it'll be counted, who counts it and whether part bottles are included before the day, not on it. The buyer's side of this is in taking over a pub: the ingoing stocktake, and it's worth reading from the other side of the bar so you know what they'll be checking. Don't over-order in your last fortnight thinking you'll get it back. The buyer only has to pay for what they agreed to take, and out-of-date or slow lines are the first thing a valuer knocks off.
If the pubco breaks the Code along the way
If the pubco doesn't give you the regulation 12 information, or refuses without telling you and the buyer, that's a Pubs Code matter, and you can refer it to the Pubs Code Adjudicator for arbitration. It costs £200 to refer and there are time limits. The PCA referral guide sets out the clock. A dispute about whether refusing consent was reasonable under your lease is a different question for a solicitor, not the PCA.
My take
Most of the pain I see in lease sales isn't the pubco saying no. It's the seller finding out about the dilaps, the fee and the guarantee after they've shaken hands on a price. So flip the order. Get the fee and the dilaps list in writing before you talk price to anyone. Get your own surveyor and a solicitor who's done tied pub assignments. Ask about an AGA on day one. And get a year of clean stock results behind you, because the accounts are what a buyer is really buying.
This is my plain read of the Pubs Code, the PCA's own assignment factsheet and the two landlord and tenant Acts, not legal advice. On a sale, a solicitor is not optional.
Common questions
Can I sell my tied pub lease?
Only if your agreement allows assignment, and most need the pubco's consent. Under the Pubs Code, the pubco had to tell you before you signed whether the tenancy can be assigned and the procedure to follow (Schedule 1, paragraph 21). Check that pack and the assignment clause in your lease.
What does the pubco have to tell me when I want to assign?
Under regulation 12 of the Pubs Code, as soon as reasonably practicable after you notify it, the pubco must explain the implications to you and the buyer, and tell you any assignment fees, any dilapidations it wants remedied before or as a condition of the assignment, and any changed Schedule 1 information.
Can the pubco refuse to let me assign my lease?
It can, depending on your lease. If the lease says consent can't be unreasonably withheld, the Landlord and Tenant Act 1988 requires a written decision within a reasonable time, with conditions or reasons. Under the Pubs Code it must tell you and the buyer as soon as reasonably practicable if it refuses.
Will I still be liable after I sell my pub lease?
Possibly. On a lease granted since 1996 you're normally released on assignment, but the landlord can require an authorised guarantee agreement as a condition of consent. Under an AGA you guarantee the buyer's obligations, so if they stop paying the rent, the pubco can come to you.
Who pays for the stock when a pub lease is sold?
The stock is the outgoing tenant's. It's usually sold to the incoming tenant at valuation on the changeover day, on top of the price for the lease. Agree beforehand who counts it and what's included.
Sources
- Pubs Code regulation 12, duty of the pub-owning business where the tenant intends to assign: The Pubs Code etc. Regulations 2016, regulation 12, legislation.gov.uk, checked 18 October 2026.
- Pre-entry information on whether the tenancy may be assigned and the procedures (paragraph 21): Pubs Code Schedule 1, checked 18 October 2026.
- Pubs Code Adjudicator, Assignments factsheet and End of relationship (tenancy includes a lease of any length; dilapidations disputes not resolvable under the Code), checked 18 October 2026.
- Duty to consent within a reasonable time, written decision with conditions or reasons, burden on the landlord: Landlord and Tenant Act 1988, section 1, checked 18 October 2026.
- Release on assignment and authorised guarantee agreements, for new tenancies granted after the Act came into force: Landlord and Tenant (Covenants) Act 1995, section 1, section 5 and section 16, checked 18 October 2026.
- Up-to-date accounts, P&L and VAT returns so the best premium can be assessed: Paul Davey, Leases: How to sell on your pub business, Morning Advertiser, 2 June 2016.
- BDM notes within 14 days, seven days to challenge, £200 PCA referral: my BDM visit notes and PCA referral guides and their sources.