I seek specific info regarding two doctors merging into a single group
practice. a general google search only yielded unhelpful glossy
promotional information from large lawyer groups seeking business, or
simplistic generalities by online physician magazines.


an acceptable answer will include a link to the medicare hcfa form
required to submit to florida for all group practices,  plus a minimum
of three other sources of specific information relating to the subject:
which did not turn up on a google search of forming group practice of
physicians. i will accept a testimonial type of article from a
physician relating some aspect of his or her experience forming a
group practice in this category of three.
thank you for your time.

---

Request for Question Clarification by richard-ga on 28 Oct 2004 07:23 PDT

Hello

I am working on providing an answer to your question.
HCFA has changed its name to CMS ("Centers for Medicare & Medicaid Services")
http://www.hcfa.gov/forms/
Can you tell me which of the forms on the following page is closest to
the form you are looking for?
http://www.cms.hhs.gov/forms/

---

Clarification of Question by mdpa173-ga on 28 Oct 2004 08:51 PDT

thank you for your attention.  please understand that i am looking for
a unified, concise , thorough statement regarding the benefits and
pitfalls of forming a group.  some issues which will need to be
addressed are,  comparison of llc,llp, sub s , and sub c structures;
effect of merging on shared liability and malpractice rate changes,
insight on meeting requirements of stark law, strategy for unwrapping
the group if needed, examples of structuring payment to the involved
parties (salary,bonus,benefits, sharing profits), strategy for adding
additional parties to the group at a later date who have not taken the
initial risk.

As i had done some searching on google in advance i posted this
question uncertain that my questions could be answered by a researcher
with more experience with the internet.

as regards your initial question, i am already familiar with the
government sites.  please don't spend your time there.   sincerely

---

Request for Question Clarification by richard-ga on 28 Oct 2004 08:58 PDT

Hello again:

I believe I can answer the questions you raise in your clarification,
apart from the possible malpractice rate changes.  Can you get that
part of the answer from your carrier or agent?

-R

---

Clarification of Question by mdpa173-ga on 28 Oct 2004 09:38 PDT

i am looking for a theoretical discussion of the malpractice, not
exact rates, but i would still be satisfied if all the other questions
were answered.

First, you really should pay a lawyer and an accountant to go over
your specifics as individual circumstances may change the answers you
seek.  Whether either party is married, net worth and its existing
structure, whether you have other businesses, property, etc. can all
affect what you may want to do.

In general, LLCs and LLPs are great inventions though recently one of
the Florida appellate district courts (2nd I think) has undermined
them considerably.  I will use "LLC" interchangeably with "LLP" as, in
Florida, there is no practical difference.  Even so, an LLC can
provide valuable liability protection if it is set up properly.  For
personal services, like a doctor, you won't be able to completely
insulate yourself from personal liability for what you personally do. 
However, an LLC is probably your best shot at insulating yourself from
the malpractice of another doctor in the same practice.  An S-corp is
really, in my opinion, mostly useful for effecting pass-through taxes
and a C-corp. is, practically speaking, more of a nuisance than an LLC
but without any more liability protection.

Why not maintain separate practices while sharing certain joint
resources like offices, nurses, and secretarial OR, better yet, set up
a company to own the joint resources (ex. lease, building, nurses,
etc.) and then have both doctors have their own LLC or LLCs (depending
on the specifics) which rents from the company ?  IF (big "IF") you
set it up right, you can provide much better liability insulation than
just having a simple LLC with two doctors.  Malpractice is not your
only liability concern.  Can it be unravelled ?  Anything can. 
However, what you are looking for is not certainty (because it doesn't
exist).  You are looking for insulation.

I mention setting things up properly because, if you don't, then you
have wasted your time.  There are lots of ways to mess it up.  My only
recommendation to you is to bite the bullet and hire a lawyer to
explore these issues and get you set up properly.

As far as unravelling the group goes, again it depends on how you set
it up.  If you form a company to own joint "stuff" (an LLC) and form
another LLC for the doctors, you are basically looking at a
partnership (an LLC can be a partnership too).  All you need to do is
spell out UP FRONT what happens if you decide to desolve.  Avoid this
uncomfortable subject at your peril.

Adding partners, or shareholders depending on what you do, is a matter
of agreeing on terms and amending the partnership documents.

Everything depends on the specifics.  This forum can't answer all the
questions you need answered and I'm just a bored Florida attorney who
had some time to kill this morning.

Good Luck.  (DISCLAIMER:  Don't you dare rely on anything I've written
!  Consult an attorney.)

thank you very much for your comment. i appreciate your time, and we
do already have a lawyer and an accountant on the job.