Buying a dental practice
Each Ironmonger Curtis LLP dental lawyer is highly experienced in advising and assisting dentists in buying dental practices whether it’s a relatively straightforward deal between sole practitioners only catering for private patients, or a complex corporate takeover of a large practice with a number of premises and NHS contracts, our specialist dental lawyers will guide you through the process from start to finish.
Some key parts of the buying process include:
Before an offer is made by the buyer and accepted by the seller, the seller may ask the buyer to enter into a confidentiality agreement or the buyer might require exclusivity. The dental lawyers at Ironmonger Curtis LLP are happy to negotiate these agreements before they entered into by buyer or seller. Once the offer is made, it is usual for heads of terms to be agreed (subject to contract) setting out the main terms of the offer including the purchase price, how the purchase price is to be paid, timescales, what assets are included, and so forth
The due diligence process
When buying a dental practice, in addition to the usual enquiries specific specialist enquiries should be made relating to the dental practice which will differ significantly from those of normal commercial property, business or company sale.
This is the part of the process which requires the most input from you, the dentist, however, our specialist dental solicitors will make this as painless as possible through relying on their previous experience of dental practice sales and purchasing dental practices.
Drafting the sale agreement
It is not sufficient to rely on a standard business sale agreement or commercial property sale contract. Specific provisions need to be included relating to the dental practice. Exact requirements may differ depending, for example, on whether the seller holds a PDS or GDS contract, or whether there is a capitation scheme in place, whether associates are employed or self-employed and so on. An experienced dental lawyer will deal with specialist issues such as these as a matter of standard practice.
Advice on any regulatory issues such as the transfer of GDS or PDS contracts and CQC
As dentists are usually aware, there are a series of processes which need to be adhered to in order to meet the regulatory requirements of the local Primary Care Trusts when buying or selling a dental practice. The provisions of the contract and the regulations need to be adhered to, and the experienced dental lawyers are familiar with these and will be able to advise you clearly and concisely on these points.
All dental practices must be registered with the Care Quality Commission. We can check the existing registration and any concerns around this and help with the Care Quality Commission’s requirements relating to the changes in ownership of the Practice.
Employment and TUPE issues;
The specialist employment solicitors at Ironmonger Curtis LLP will be able to advise you with the issues that arise relating to transfer of employment and also will be able to assist you going forward with such matters as employment contracts, associate agreements and employment handbooks and so on.
The property issues will usually make up a large part of the time spent on a dental practice purchase. Whether assigning an existing lease, granting a new lease or buying a freehold property, our experienced commercial property solicitors will be able to guide you through this part of the transaction. There will be property specific due diligence and additional documentation will have to be drafted. If you are buying leasehold premises then there will usually be third parties such as the landlord and his lawyers for us to liaise with.
Throughout the transaction we will act in accordance with the funder’s (usually a bank) requirements and liaise with them throughout and ensure that their requirements are fully satisfied both before and after Completion.
Where a partnership model is favoured for this transaction, we can prepare a dental partnership agreement and the relevant notices for the local PCT to reflect your arrangements. At any one time Ironmonger Curtis LLP acts for numerous dentists around England and Wales and we know that correctly drafted partnership documentation is crucial in protecting your practice and goodwill for the future.
The dental solicitors at Ironmonger Curtis LLP are based in Sheffield, South Yorkshire, but represent dentists throughout England and Wales.
Our Dental Team recognises that every transaction is different and we can prepare a tailored estimate or fixed fee which reflects your particular requirements.
For more information about buying a dental practice and how Ironmonger Curtis LLP can assist you, please contact our specialist dental solicitors by email at firstname.lastname@example.org or by telephone on 08452252635.