In many ways the legal issues confronting professional practices are similar to those confronting commercial businesses…in other ways, they are different.
They are similar, for example, insofar as challenges from challenges caused by partners, employees, government regulation, information technology, risk management, corporate governance and collections.
However, professional practices have additional regulatory challenges in the forms of special state and federal statutory requirements (e.g. Title 8 of the NY Education Law “The Professions”) and each profession’s specific ethical rules and requirements.
Many lawyers have specialized experience in representing one or more types of professional practice; while many other lawyers have general experience in representing a wide range of commercial businesses.
At Richard H. Waxman, P.C. we have many years of experience representing businesses of all types and have a similar breadth of experience representing professional practices, including health care providers (medical, dental, podiatric, chiropractic, physical therapy, etc.) attorneys, accountants, engineers and architects.
When representing a professional practice we take a two prong approach; combining compliance with the legal and ethical requirements of the specific discipline, with due regard to the requirements (everyday and extraordinary) of conducting a rewarding practice.
Some Recurring Situations
In decades of representing professional practices, we repeatedly encounter the following situations:
Partnership Issues. For professional and personal reasons, many professionals practice as “partners” with other professionals in the same or other specialties. “Partners” is in quotes because any well advised professional or professional group takes advantage of the corporate or limited liability format. In either structure, specialized challenges arise when forming or dissolving the partnership or when partners are joined into or severed from the partnership. We have substantial experience with each of these scenarios and can help you and your group navigate what may be treacherous waters.
Selling or Buying a Practice. Once again, buying or selling a practice can in some ways be much like buying or selling a conventional business; but in other ways quite different. For example, the purchase price for a business is often based on an “earn out” i. e. financial performance following the sale. Whereas, the purchase price for the sale of a health care practice should generally not be structured that way since it would violate fee-splitting prohibitions.
Dealing with Employed Professionals. While most commercial employees are hired without any real expectation of future ownership; such is not always the case for newly hired professionals. In fact, many professionals are hired with the understanding…express or implied…that they will be a “partner” someday…at least if all goes as expected. Moreover, in