Date: October 25, 2023Attorney: Casey Gocel and William S. Barrett, CEO

As Halloween approaches, dental practice owners may not be thinking about ghosts and ghouls, but there’s something equally spine-chilling for many practitioners: dental practice transitions. Whether you’re looking to buy, sell, or merge your dental practice, navigating the legal aspects of these transitions can be a hair-raising experience if not properly managed. Our National Dental Law team takes a look at the key legal considerations to ensure your practice transition is a treat rather than a trick.

The Haunting Importance of Contracts

Contracts are the foundation of any dental practice transition. They set out the terms and conditions of the agreement and help protect all parties involved. Here are some key contract-related considerations:

Purchase Agreement: Ensure that your purchase agreement is crystal clear about the purchase price, payment terms, and any contingencies that must be met before the sale is finalized. A well-drafted agreement can prevent disputes from coming back to haunt you.

Non-Compete Clauses: If you’re selling your practice, consider including a non-compete clause in the contract to prevent the buyer from opening a competing practice nearby. This can protect the value of your practice post-transition.

The Ghostly World of Due Diligence

During a dental practice transition, the buyer and the seller must conduct thorough due diligence. This involves reviewing financial records, patient records, lease agreements, and more to ensure that there are no hidden skeletons in the closet.

HIPAA Compliance: Pay close attention to patient records and HIPAA compliance. Failing to protect patient confidentiality can result in severe legal consequences. Make sure all electronic records are securely transferred.

Tricks, Treats and Taxes

Taxes are a ghastly but unavoidable part of any financial transaction, and practice transitions are no exception. Consult with a tax professional to help you navigate the tax implications of your specific situation.

Tax Planning: Proper planning can help minimize the tax impact of your practice transition. You’ll need to consider capital gains tax, depreciation recapture, and other tax liabilities.

Preparing for Regulatory Nightmares

Dental practice transitions may require regulatory approvals, depending on your location and the nature of the transition. This could include approval from your state dental board or other relevant authorities.

State Dental Board Approval: Check with your state dental board to understand their requirements for practice transitions. Failing to obtain the necessary approvals can lead to legal complications.

The Importance of Legal Counsel

One of the most significant mistakes you can make during a practice transition is attempting to handle all the legal aspects yourself. Dental practice transitions are complex, and the stakes are high. Seeking the advice of an experienced dental attorney can save you from many legal horrors.

Just as Halloween is a season of tricks and treats, dental practice transitions can be a mix of excitement and anxiety. However, with careful planning, clear contracts, and expert legal guidance, you can ensure that your transition is a treat rather than a terrifying ordeal. Don’t let the specter of legal complications haunt your practice transition. Instead, face them head-on and enjoy a smoother transition process. Happy Halloween, and here’s to a ghost-free dental practice transition! Our National Dental Law team has assisted hundreds of practice owners in the planning process. Contact us today for more information.