For Dentists & Dental Groups · Chicago
Formation under the Dental Practice Act, DSO/MSO structures that survive scrutiny, associate agreements, HIPAA, and the biometric timeclock sitting in your break room, from counsel who has served as in-house general counsel and privacy officer for multi-site healthcare organizations.
Counsel with fifteen years of legal experience, including in-house roles at multi-site healthcare organizations: MSO/PC structures, IDFPR-regulated professionals, real audits.
How we help
Bundle quoted in writing
The right entity under the Dental Practice Act, dentist-owned PC or PLLC, with an MSO layer where non-clinical investors or management partners are involved, plus owner agreements, day-one HIPAA package, vendor BAAs, and your first 12-month compliance calendar. Free 6-month check-in included.
Project
Letter of intent through closing: due diligence on the seller’s IDFPR history, patient-records transfer that respects HIPAA and Illinois dental-records rules, restrictive covenants that are actually enforceable, and payor/credentialing transition sequencing.
Project
Compensation models (per-diem, collections, hybrid), non-solicitation terms scaled to what Illinois courts will enforce, buy-in paths junior dentists can actually afford, and exit mechanics that prevent the classic partner-divorce litigation.
Retainer or project
If a DSO manages your practice, or you’re building one, we review the management agreement against the Dental Practice Act’s ownership and fee-splitting lines: who employs the clinical staff, who controls clinical judgment, and whether the management fee structure holds up.
Retainer
Fractional counsel on a monthly retainer: HIPAA program maintenance, BIPA consent for timeclocks, employment questions, vendor contracts, and a monthly written report your partners can read in five minutes.
Common questions
Illinois restricts the practice of dentistry, and practice ownership, to licensed dentists, which is why non-clinical capital enters through a management (DSO/MSO) structure rather than equity in the clinical entity. The legal risk lives in the details: a management agreement that effectively controls clinical decisions or splits fees improperly can cross the line. That boundary review is the first thing we do in any DSO engagement.
Both can work; the choice turns on tax treatment, ownership plans, and how you’ll add partners. What matters more than the acronym: the entity must be properly registered for professional practice, owned consistent with the Dental Practice Act, and paired with owner agreements that handle death, disability, divorce, and departure before any of them happens.
In Illinois, yes; it is the single most common BIPA class-action fact pattern. The fix is inexpensive: written consent before enrollment (electronic signatures now expressly valid), a published retention-and-destruction policy, and vendor terms with deletion and indemnity. The exposure without the fix is $1,000–$5,000 per employee.
If your practice transmits claims electronically, and virtually every practice does, you are a HIPAA covered entity, full stop. The obligations scale to your size, but the core duties (risk analysis, safeguards, BAAs with your software and billing vendors, breach response) are not optional, and OCR enforces them against small practices. Dental laboratories are treated differently. A lab that fabricates crowns, dentures, or appliances on your prescription is a health care provider under the HIPAA Privacy Rule, so you may send it patient information for that treatment without a BAA (45 C.F.R. 160.103, 45 C.F.R. 164.506(c)(2)). HHS OCR’s business associate guidance applies the same treatment exception to a physician’s clinical laboratory, and OCR FAQ 240 confirms that the exception covers treatment only. If a lab also performs services for the practice beyond treatment, such as storing or managing records on your behalf, a BAA is needed for that work.
These answers are general information, not legal advice; your facts control. Statutes cited should be verified as current.
45 minutes. Your structure, your gaps, and what we’d do first, with or without us. We’ll gladly sign your NDA.
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