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Attorney for Closing a Medical Practice in California

There are more than 75,000 actively licensed physicians in California who work across thousands of different medical practices (California Health Care Foundation). Of course, medical practices do not always last forever. New practices are being formed every month and many existing practices are being sold or even being closed down.

If you are a doctor in the Bay Area who is preparing to close your medical practice, it is imperative that you have a comprehensive understanding of your responsibilities. Within this article, our Fremont business lawyer for medical practices highlights the key things to know about closing down a medical practice in California.

Know Your Responsibilities When Closing Down Your Medical Practice

You Must Provide Adequate Written Notice to All Current Patients

There are strict rules regarding “patient abandonment” in California. Your practice does not want to be in violation as it closes down. The California Medical Board emphasizes that physicians must give sufficient advance notice—usually defined as somewhere between 30 and 60 days—so patients have time to secure alternate care and obtain their records. Written notices should be sent in writing either or both mail and email, and they should include the closure date and instructions for obtaining records.

You Must Maintain, Transfer, and Retain Medical Records

One of your big responsibilities when closing a medical practice in California is ensuring that medical records are properly handled. California requires physicians to keep medical records at least seven years from the last date of service for adults and, for minors, until age 25. You must either retain the charts yourself or designate a licensed custodian and disclose that custodian’s contact information in the patient‑notification letter.

You Must Safely Dispose of or Transfer Controlled Substances and Return DEA Forms

There are also strict rules for managing controlled substances. You should conduct a final inventory of Schedule II‑V drugs, cancel unused DEA 222 order forms by writing “VOID,” and mail them—along with your registration certificate—to the local Drug Enforcement Agency (DEA) office. Destruction of controlled substances must meet the federal “non‑retrievable” standard.

You Must Coordinate Continuing/Emergency Care as Appropriate

As a best practice, all medical practices in California should set up a proper system for coordinating continuing care and emergency care through their closure date. To do right by your patients, it is crucial that you take a proactive approach—especially if your practice has vulnerable patients.

You Must Notify Licensing Boards, Payers, and Credentialing Entities

Another requirement is to file a change‑of‑status form with the Medical Board, relinquish hospital privileges, and update your NPI profile. Medicare, Medi‑Cal, TriCare, and private plans generally require 30‑90 day’s notice to terminate provider agreements and to redirect electronic funds or capitation payments. Failure to cancel contracts in the proper manner can cause big problems.

You Must Properly Wind Down Business Operations

Finally, you need to develop a plan for the orderly wind down of your business operations. What this entails will depend, in part, on the specific nature of your medical practice. With that being said, there are many employment requirements. You should ensure that you give all employees written notice that meets California Labor Code requirements, pay final wages (including unused PTO) on the last day, and issue COBRA or Cal‑COBRA election forms.

Our California Business Lawyer Can Help You Close Down a Medical Practice

Lynnette Ariathurai is a California business attorney with the skills and experience to help physicians wind down their medical practice. If you have any questions about your responsibilities, please do not hesitate to contact us today. With an office in Fremont, we work with medical practices throughout the Bay Area.

close medical practice California, medical office closing, physician practice closure

Legal Services for Medical Practices from Formation through Sale

For physicians, owning and operating their own professional practice can be a great opportunity. At the same time, it is complicated. California physicians face unique challenges throughout the lifecycle of a medical practice. As a small business owner and a California business attorney, Lynnette Ariathurai provides solutions-driven representation to medical practices. Here, our Bay Area business lawyer provides an overview of key things medical practices need to know about business law—from open to close.

Forming a Medical Practice

Starting a medical practice in California requires strict compliance with the state’s professional corporation rules. Physicians must form a Medical Corporation under the Moscone-Knox Professional Corporation Act. A key element of the law is that it only allows licensed professionals to own shares and serve as officers or directors. You will also need to obtain a federal employee identification number (EIN) and provide the registration to the California Medical Board.

Buying a Medical Practice

You may be considering buying a medical practice in California. There are options for structuring the purchase agreement. You could buy the entire medical practice—which means acquiring all assets, liabilities, and operational responsibilities. Alternatively, you could complete an asset purchase. That involves selecting specific assets to acquire—and it can allow you to avoid taking on most of the practice’s liabilities. However, the downside of an asset purchase is that you may lose access to contracts/licenses that could otherwise be transferable through purchasing the whole business.

Structuring a Medical Practice (Compensation for Physicians)

When you set up a medical practice, one of the biggest questions about structure is how the physicians will be compensated. Notably, the fee-splitting laws for physicians in California are strictly enforced. Our state prohibits physicians from engaging in fee-splitting arrangements with non-licensed individuals or entities, particularly when compensation is tied to patient referrals. A violation of the law can result in severe penalties, including fines and even potential suspension or revocation of the professional corporation’s registration. Medical practices must ensure that compensation structures are based on legitimate services rendered, not on the volume of referrals.

Selling a Medical Practice

Selling a medical practice in California is complicated. When doing so, it is crucial that you ensure transparency by accurately disclosing the practice’s financial status to potential buyers, informing active patients about the sale in advance, and properly transferring patient records, which requires explicit consent to comply with HIPAA regulations. A California business lawyer can help you draft a comprehensive sale agreement and notify the California Medical Board of changes in ownership.

Closing a Medical Practice

Preparing to wind down your medical practice? Shutting down a medical practice involves more than simply ending operations—it is a highly regulated process and physicians have clear legal duties. To start, you must give patients adequate written notice, provide them access to their medical records, and ensure continuity of care during the transition. California law also requires retaining patient records for a set period—usually at least seven years. Physicians must also be prepared to notify all relevant agencies and properly dispose of any controlled substances.

Contact Our California Business Lawyer for Medical Practices to Today

Lynnette Ariathurai is a California business attorney with extensive experience working with medical practices. We advise physicians on the full range of business matters related to their medical practice—from open to close. Contact us today for your fully confidential, no obligation initial consultation. With an office in Fremont, we serve clients throughout the Bay Area.

medical practice closing, medical practice regulations, new medical practice, sell medical practice, start medical practice

Selling a Medical Practice (How Sellers can Minimize their Liability)

Do you own and operate a medical practice in California? If you are considering selling your professional practice, it is imperative that you know how to effectively navigate the transaction. Minimizing your liability risk—both before and after the sale of the medical practice—is crucial. In this article, our Fremont lawyer for selling a medical practice provides an overview of strategies sellers can use to minimize their risk of liability with selling a medical practice in California.

How to Minimize Your Liability Risk When Selling a Medical Practice in California

1.     Clearly and Accurately Disclose the Financials of the Medical Practice

It is crucial that sellers clearly and accurately disclose the financial position of the medical practice to prospective buyers. If material misrepresentations are made regarding key financial matters, a seller could potentially face liability. Financial transparency is important.

2.     Send Timely Notice of the Sale to Active Patients

Active patients should be informed about the sale well in advance to ensure continuity of care. As the seller, you should provide clear communication about how the transition will affect their treatment and how they can access their medical records. Failure to notify patients in a timely manner could result in a liability risk.

3.     Obtain Patient Consent Before Transferring Any Records

TheHealth Insurance Portability and Accountability Act (HIPAA) protects the sensitive medical records of patients. You cannot lawfully transfer medical records to another party—even a buyer of your medical practice—without patient consent. Get clear, explicit consent from patients.

4.     Disclose Any Known Legal or Regulatory Issues

Sellers need to be prepared to disclose known issues. Indeed, full disclosure of any ongoing or past legal or regulatory issues is crucial to protect yourself against future claims. Buyers have a right to know about malpractice lawsuits, compliance violations, or outstanding investigations.

5.     Use a Comprehensive, Professionally Reviewed Purchase Agreement

A detailed and legally sound purchase agreement protects both parties and minimizes misunderstandings. You should ensure the agreement outlines the terms of the sale, responsibilities for liabilities, and any contingencies. The contract should be drafted by a lawyer who has the experience needed to represent the seller of a medical practice in California.

6.     Notify the California Medical Board of the Change in Ownership

The California Medical Board must be notified of the sale to comply with state regulations. As the seller, you should be sure to submit all necessary documentation to avoid penalties or delays in the ownership transfer.

7.     Review Medical Malpractice Insurance to Confirm Adequate Coverage

Finally, sellers should review their medical malpractice insurance policy to confirm that it provides adequate coverage through and after the sale. You may want to consider purchasing tail coverage to protect against claims arising from events that occurred before the transfer of ownership.

Get Help From a California Business Lawyer for Selling a Medical Practice

Lynnette Ariathurai is a California business lawyer with the skills, knowledge, and experience to help business owners minimize liability in the sale of a medical practice. Contact us today for a completely confidential, no obligation consultation. We represent clients throughout the region, including in Fremont, Newark, Hayward, East Bay, Milpitas, Union City, San Leandro, San Jose, and Santa Clara.

medical practice sale, minimize liability risk, professional practice sale, selling California medical practice

Business Dissolution To Come For Flash Memory Technology Moguls

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporationposted in Sales & Dissolutions on Tuesday, January 23, 2018.

NAND technology is a type of memory or storage system that does not require power to retain data as opposed to random access memory, wherein all data is lost upon computer shutdown. For years, Micron and Intel companies have performed as joint forces in development and promotion of non-volatile flash memory technology. It may come as a shock for many California readers to learn the two entities have announced their planned business dissolution. 

The long-term partnership that is currently heading for business dissolutioncarries numerous implications for the world of technology. As it stands, most smart phones, tablets, personal computers and other devices heavily rely on NAND technology for data storage needs. Micron and Intel say they will finish working on 3D NAND technology slated for release in 2019.

Once the project is complete, the two businesses will part ways. In joint ventures of this nature, each entity typically provides specific strengths and specialized efforts to the centrally focused project. This means when two forces separate, each will likely have to compensate for the loss of the other.

Not many business owners would dissolve a successful, long-standing partnership without careful consideration. Profitability may be at risk. It is also conceivable that there may be additional expenses incurred in trying to fill in the gaps created by the absence of a former business alliance. This is why experienced  business owners in California and beyond usually consult with experienced business and commercial law attorneys before taking any definitive action to separate from a long-term partner.

business dissolution

Always Good to Think Ahead When Selling a Business in California

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Sales & Dissolutions on Friday, October 21, 2016.

One can imagine the tremendous feeling of satisfaction that accompanies building a successful California business from the ground up. For many business owners, there comes a time when it appears that selling a business is the next logical step to take. However, as such endeavors may present various types of challenges, it is typically best to think ahead before diving in. 

An important topic to ponder when considering selling a business is that of potential taxes on the income. There is no set tax rate for money earned through a business sale; various factors determine how much the government gets. In addition to personal income, state of residence and purchase price allocation all play into how much tax will be owed.

Patience may indeed be a virtue when it comes to deciding whether to place a business up for sale. If a business has not been up and running for an extended period of time, some say it is best to wait before selling. Potential buyers are reportedly often more attracted to businesses that have long-standing success and well-established histories.

Anyone thinking about selling a particular business in California may also want to consider what the future might hold with regard to the personal and professional journey. For many, spending every waking moment of their recent pasts working to create and maintain successful businesses leaves them suddenly at a loss when it comes to deciding what to do next in life. Crafting a solid plan is advisable. In fact, a business and commercial law attorney is often able to assist company owners throughout the process of a sale, as well as in creating new business plans.

Source: alleywatch.com, “What to Know Before Selling Your Business“, Mark Daoust, Oct. 10, 2016

If your business is contemplating or already involved in the purchase, sale or merger of another business, please contact the Law Office of Lynnette Ariathurai. We provide professional business legal services for clients in Fremont, Hayward, Union City, Castro Valley, Milpitas, or Newark, CA,

business planning, Sales & Dissolutions, sell a business in california

Legal Challenges Not Uncommon When Selling a Business

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Sales & Dissolutions on Thursday, April 7, 2016.

There are any number of reasons why a California business owner may decide to relinquish ownership by selling a company. Often, legal challenges arise during the process of selling a business that may be best addressed through sound and experienced legal counsel. Sellers and buyers often have very different perspectives regarding potential deals, and sellers often want to make certain that the appropriate valuations are assigned to their businesses before allowing ownership to change hands.

There are various factors to consider when attempting to value a business. The most obvious is to add up all company assets to calculate a selling price. Both net and future potential incomes may also be considered when determining how much a business is worth. The bottom line is that business owners want to protect their interests when determining fair selling prices for their companies.

A business owner often obtains a professional valuation before negotiating a sale. As the process unfolds, at some point, a contract must be drafted requiring signatures of both the seller and buyer in order to finalize a sale. It is crucial to clarify all legal terms, obligations and fine print details in a sales contract to avoid possible disputes from arising.

Anyone selling a business in California who wants to discuss the matter with a business and commercial law attorney can do so by contacting a law office in the area to request a consultation. There are many ways in which an experienced attorney can be of service to a business owner during sale negotiations and contract resolutions. Whether assistance is needed to properly value a business, clarify state law or negotiate a contract dispute, a first logical step to take to resolve such issues would be to seek guidance from a local attorney.

Source: bizbuysell.com, “How To Value A Business“, Richard Parker, Accessed on April 6, 2016

business valuation, Contract Disputes, Sales & Dissolutions, selling a business in california

Lay It All On The Table When Selling a Business

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Sales & Dissolutions on Monday, March 21, 2016.

Businesses change hands all the time in California and throughout the nation. Typically, every company owner’s reasons for selling a business are unique to an individual situation. Various legal challenges may arise in the course of such transactions that are best dealt with alongside experienced guidance.

Business owners are advised to “lay it all on the table” when discussing deals with potential buyers. Otherwise known as “full disclosure,” it is often best to be upfront in terms of any troubling issues that may affect a prospective buyer’s decision. Being honest regarding any flaws that exist within a business provides the clarity a potential new owner needs to make informed choices.

Some experts say that being transparent and sharing the bad along with the good helps build trust and credibility that can boost negotiations. Consequently, trying to conceal negative business details may actually backfire and prevent a deal from taking place at all should a buyer learn that a current owner was less than forthright when providing information. Details about inventory backlog, financial crises or any number of other important issues may impact a potential buyer’s decision.

Depending on the size of a California company and various other issues involved in selling a business, an owner or potential buyer may find it helpful to seek assistance from a business and commercial law attorney before negotiating a deal. An experienced lawyer can help make certain that the client clearly understand the legal terms and obligations included in a business sale contract. Allowing an attorney to act on one’s behalf often ensures that one’s business interests are protected and all available options are explored to accomplish immediate and long-term business goals.

Source: postcrescent.com, “Go ugly early when selling a business“, Scott Bushkie, March 12, 2016

backlog, business sale, inventory, Sales & Dissolutions, transparency

Checklist for Business Dissolution Can Help Ease the Process

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Sales & Dissolutions on Thursday, December 4, 2014.

When a company owner decides — for whatever the reason — it is time to close up shop, something that seems should be such a simple process can actually be quite complex. Certain guidelines for business dissolution may apply, and those that do must be followed to ensure a smooth completion of the process. Creating a checklist of all procedures that apply to California businesses can provide owners with a simple and straightforward guide, which can be used to ensure everything is handled appropriately.

The size of a business can certainly change the number of steps that must be followed before doors are officially closed. Owners of large corporations or bigger businesses simply may be required to handle more than those of smaller companies. However, there are some procedures that are required regardless of company size, some of these could include: 

  • Filing appropriate IRS forms
  • Collecting assets
  • Resolving debts
  • Publishing notice of intent to dissolve
  • Filing any necessary documents with the state tax authority

These procedures are just a few of many that may apply to closing out certain businesses. An experienced business law attorney can help by providing a list of state requirements that are specific for any business type. Along with providing assistance in creating a procedural checklist, an attorney can ensure all legal bases are covered so business owners can close out their company with as few legal issues as possible.

Business law attorneys are available to help company owners in California through every stage of business ownership — from opening and operating to closing up shop. While business dissolution can be complex, it doesn’t mean the whole process has to be a nightmare. Creating a procedural checklist and seeking legal assistance, when needed, can make the process easier to handle.

Source: FindLaw, “Dissolution and Winding Up Checklist“, Dec. 4, 2014

closing a business, Sales & Dissolutions

Common Reasons Tech Business Startup Firms Fail in California

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Business Formation & Planning on Wednesday, October 1, 2014.

Business is all about planning ahead. This is definitely true in the technology industry. Not only does planning ahead include an effective marketing plan and efficient operations plan, it also makes sure that business-planning strategies avoid some of the most common mistakes made by entrepreneurs in the technology startup industry in California. Doing so can ultimately make the difference between success and failure for a technology business startup.

One of the main reasons that technology startup ideas end up failing is that there is no need for the service in the marketplace. A recent survey revealed that 42 percent of firms failed due to failure to identify a target market. The more detailed a profile that a firm has for its target market, the more clearly the firm will be able to direct its resources and marketing efforts.

Another common mistake made by technology startups is having inefficient working capital. Almost 30 percent of technology firms failed due to not having enough cash to continue operations. Therefore, it is best to spend time in the beginning fundraising phases to ensure that a new company will start operations with a healthy amount of liquidity. This can allow business owners to have the flexibility needed during the startup phase, while also enabling firms to spend funds more effectively and strategically.

However, the best marketing strategy and operations plan may be useless if a business startup is not properly formed. This means that the company will have to comply with applicable rules and regulations specific to the new firm’s industry. Also, the correct legal paperwork will have to be submitted to the proper California regulating agencies.

Source: Baltimore Business Journal, “5 reasons your tech startup is likely to fail“, Sarah Gantz, Sept. 29, 2014

business failures, Business Formation & Planning, planning to fail, tech startups

Business Dissolution May Not Be Bad News in California

On behalf of The Law Office of Lynnette Ariathurai, A Professional Corporation posted in Sales & Dissolutions on Tuesday, December 10, 2013.

Usually, when a business shuts down it is bad news for the company, its owners and its executives. This generally means that the business did not produce enough profit to survive in California or in any other state. However, one company’s recent business dissolution announcement is actually being received as good news by many in the company as well as the company’s business partners.

The company, American Car Care Centers Inc. (ACCC), is one of the largest groups in North America that is designed to serve the interests of tire dealers. The company recently announced that it will dissolve the business organization by the end of Jan. 2014. The marketing organization represents 16 tire dealer companies, which are also considered shareholders in the corporate entity.

ACCC stated that changes in industry dynamics prompted the board of directors to dissolve the company. However, the company’s President and CEO explains that the decision to end the business is a sign of success. He said that the decision to dissolve is based upon member distributors outgrowing the organization’s structure. Therefore, the member distributors have benefited from being involved in the organization, which means the ACCC succeeded in its mission.

On the other hand, companies in California or in any other state which decide to initiate business dissolution usually do so because they were not able to turn their struggling businesses around for one reason or another. Many times this is caused by drastic changes in the economy which may be out of the hands of the business owners. However, this also does not have to be bad news since this will allow the business owner to move on to the next chapter in his or her life.

Source: Tire Business, ACCC to dissolve; group’s member distributors ‘outgrow’ structure, Dave Zielasko, Dec. 6, 2013

closing a business, Dissolution, Sales & Dissolutions