Their Attorney Works for Them. You Need Yours.

Buying or selling a healthcare practice is one of the most significant financial decisions of your professional life. The deal structure, the regulatory filings, the transition terms — every detail carries real consequences. We represent physicians and dentists through practice purchases, sales, and mergers in California, New York, and Texas, with the healthcare regulatory knowledge that most small business attorneys simply don't have.

Why Practice Transactions Require More Than a General Business Attorney

Most small business attorneys can draft a purchase agreement. Very few understand what happens when that agreement intersects with California Medical Board licensure requirements, DMHC change of ownership notifications, payor credentialing timelines, or the liability implications of assuming a predecessor's billing history. A healthcare practice isn't just a business — it's a licensed, regulated entity, and the transaction has to be structured with that reality in mind.

 

At Jet Legal Services, our business law practice is built around healthcare professionals. We work with physicians, dentists, and practice owners who need counsel that understands both the deal mechanics and the regulatory layer underneath them. When you're in a transaction, you shouldn't have to explain your industry to your attorney.

What We Handle From Letter of Intent Through Closing

A practice transaction isn't a single document — it's a sequence of decisions, each one building on the last. We guide buyers and sellers through every stage:

 

  • Letter of intent: We review or draft the LOI before you're bound by its terms, flagging provisions that could limit your leverage later in the deal.
  • Asset vs. stock purchase analysis: The structure of the deal affects liability exposure, tax treatment, employee relations, payor credentialing, and state licensing. We walk through each factor before you commit to a structure.
  • Purchase agreement review and negotiation: We represent your interests in the final agreement — including representations and warranties, indemnification provisions, and post-closing obligations.
  • Regulatory notifications: In California, medical group ownership transfers may trigger DMHC change of ownership notification requirements. We identify which filings apply and manage the process.
  • Transition and training agreements: The period after closing carries its own risks. We document transition terms, non-compete provisions, and training obligations so both parties know exactly what's expected.
  • Employment and contractor agreements: If the transaction involves retaining staff or the selling physician, we draft or review the agreements that govern those relationships going forward.

Asset Purchase or Stock Purchase — The Answer Isn't the Same for Every Deal

One of the first structural questions in any practice transaction is whether the buyer is acquiring the assets of the practice or the ownership interests in the entity that holds it. The right answer depends on your specific situation, and getting it wrong has lasting consequences.

 

An asset purchase generally lets the buyer select which assets and liabilities to assume, which can limit exposure to the seller's prior obligations — including outstanding claims, billing disputes, or employment liabilities. A stock purchase transfers the entity itself, which may simplify credentialing continuity but also means the buyer steps into the seller's legal and regulatory history. Tax treatment differs significantly between the two structures, and so does the impact on payor contracts and state licensing.

 

We analyze these factors with you before you sign anything. The goal is to make sure the structure you choose reflects your priorities — not just the seller's preference or the pace the other side is trying to set.

California and New York Regulatory Considerations in Practice Transfers

Healthcare practice transactions in California and New York carry regulatory requirements that don't exist in a standard business sale. Buyers and sellers in these states need to account for them before closing — not after.

 

In California, transfers of medical group ownership may require notification to the Department of Managed Health Care under change of ownership rules. California Medical Board licensure considerations apply when ownership of a professional corporation changes hands, and payor credentialing timelines can affect when a new owner is actually authorized to bill. In New York, similar professional corporation rules govern who can own and operate a licensed medical or dental practice. We identify which requirements apply to your transaction, prepare the necessary filings, and make sure the deal timeline accounts for regulatory lead times that can't be compressed.

Frequently Asked Questions About Practice Transactions

  • Do I need my own attorney if the seller already has one handling the deal?

    Yes. The seller's attorney has a duty to the seller — not to you. Their job is to close the deal on terms that favor their client. Independent representation isn't a formality; it's how you make sure your interests are actually protected in the negotiation and in the final documents.

  • How do I buy a dental practice in California legally?

    A dental practice purchase in California involves several layers: a properly structured purchase agreement, a review of the seller's professional corporation status, payor contract assignments, California Dental Board licensing considerations, and — depending on the deal structure — DMHC notification requirements. We guide buyers through each step so nothing is missed before closing.

  • What is the difference between an asset purchase and a stock purchase in a medical practice transaction?

    In an asset purchase, the buyer acquires specific assets of the practice — equipment, patient records, goodwill — and can generally choose which liabilities to assume. In a stock purchase, the buyer acquires the ownership entity itself, inheriting both its assets and its legal history. Each structure has different implications for liability, taxes, credentialing, and licensing. We analyze both options with you before you commit.

  • What does a letter of intent actually commit me to?

    Most letters of intent are not fully binding, but they often include provisions that are — such as exclusivity periods and confidentiality obligations. They also set the commercial terms that the final agreement is expected to reflect, so what you agree to in the LOI shapes the negotiation that follows. We review LOIs before you sign so you understand exactly what you're agreeing to and where your leverage remains.

  • What happens if I'm buying a practice and the seller wants to close quickly?

    Pressure to close fast is common, and it's worth examining. Rushed timelines can mean skipped due diligence, incomplete regulatory filings, or agreements that haven't been fully reviewed. We work efficiently, but we don't cut corners on a transaction of this size. If the pace being set doesn't allow for proper review, that's something we'll flag and address directly.
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You've Built This Practice for Years. Let's Make Sure the Sale Goes Right.

Whether you're buying your first practice, selling after decades of building something meaningful, or evaluating a partnership with a larger group or DSO, this transaction deserves careful, experienced representation. We handle practice purchases and sales for physicians and dentists across California, New York, and Texas — from the first draft of the letter of intent through closing and beyond.

 

If you're early in the process and still getting oriented, our business formation and contracts pages may also be useful as you think through the structure of what comes next.