I am a solo practicing doctor and I am planning to buy another physician's practice in next couple of month. any legal concerns

Absolutely! I hate to say it but doctors s don't always make the best businessmen. You need to understand that when you purchase a business you are purchasing the assets and liabilities of the business. First, you need to do your due diligence. You need to evaluate specifically what the assets and liabilities are, so you understand exactly what you are buying. Make sure certain assets are acquir able such as can the lease be assigned. A good agreement will flush out these details. Next think about what happens in terms of indemnity. After you pay the price will you have recourse?

You'll need to consult an attorney and have him/her review the agreement. Simply stating that you're buying a practice is not very useful.

A proper buy-sell agreement with the appropriate non-compete and proprietary conditions should be set forth to protect you going forward. Investigate and determine the extent of the good-will portion of the business of course, and ensure within the agreement that you will not assume outstanding debts. DISCLAMER: The information provided by WFB Legal Consulting, Inc. is disseminated for educational purposes only, and is not to be construed as legal advice. Do not take any action, postpone any action, or decline to take any proposed action based on this information without first engaging the representation of a licensed attorney at law in your State of residence.

There are many legal concerns, such as what exactly does the purchase agreement say you're buying, will you responsible for the debts and liabilities of the business, etc. A full consultation would be necessary to properly advise you.

My colleagues have given some fine answers. First, consider whether you are buying the "assets" or the stock of the medical corporation. If you buy assets, any liabilities will not follow the assets if you do a "bulk transfer" procedure. If you buy the shares of the other medical corporation, you buy the liabilities as well. To buy a practice without getting the input from a CPA or tax attorney about the most tax advantageous was of doing so would be a mistake. To identify all the elements of "due diligence" in buying a medical practice, but a professional practice is not the same as buying a manufacturing or service business. If you avoid one problem that ends up in court, the cost of a lawyer to help you will be negligible.

All of these answers are spot on, and you certainly need the advice of an attorney that handles these types of transactions. Healthcare providers have a very specific set of issues that present themselves, such as, are you acquiring his/her Medicare provider number with the practice or will you have your own issued? If you can and are acquiring the provider number, make certain that its status is thoroughly reviewed and do not rely on hold harmless agreements to bail you out in case of a large recoupment.

Yes...lots and lots of concerns...and/or issues you would want to think about...all the way from making sure the anticipated business model is economically viable and sustainable...to the various legal issues with multiple business ownership...along with the inherent concerns about acquiring another practice. As you might imagine, the best advice that I can provide is that you speak/email with at least three business attorneys to get a feel for their expertise in both the business ownership arena as well as the business legal concerns that will be critical. Shawn Jackson - California Business Development Attorney