contact us

The sale and purchase of a dental practice follows a similar process to the sale and purchase of any other type of business, but with the addition of some specific issues that are unique to those practices that have a contract with a Primary Care Trust (PCT).

The transaction will either be an asset sale or the sale of the entire issued share capital of a dental body corporate.

The latter is rare as there are still few dental bodies corporate in existence despite the relaxing of the restrictions on such companies in 2005.

The process follows conventional lines:

• Marketing the practice, finding a buyer
• Confidentiality agreements
• Heads of Terms – agreement on the major issues
• Sale and purchase agreement
• Procedures for transferring contracts have to be followed – for example: Practice Plan agreements with patients and Associate agreements

However, the transfer of the goodwill subsisting in GDS, PDS contracts or Contracts for DwSI can necessitate unusual legal steps and negotiation with the PCT.

The same strategies often also have to be considered in order to successfully incorporate the practice – the transfer of the assets of the practice to a new dental body corporate.

For example:

• The ‘partnership’ method of transferring the contract may be necessary
• Minor variations to the contract may have to be obtained – for example to record the move to new practice premises or to serve a new patient base
• The rules regarding procurement of contracts by the PCT have to be carefully navigated in order to avoid the need to trigger a tendering process

mfg is experienced in these complex and sensitive issues. Such experience saves time, costs and can make all the difference between success and failure.

For more information speak to Alexander Hall on 0845 55 55 321 or email: alexander.hall@mfgsolicitors.com.

related links and articles:

Dental Bulletin - March 2010
Dental E-Bulletin - November 2009
Incorporation Prospects - the incorporation of NHS and mixed practices – from The Dentist magazine, November 2009
Achieving Full Sale Value - Selling or buying a dental practice with significant NHS work
Relocation, Relocation - an article by Alexander Hall in the October 2011 issue of the The Dentist magazine discussing the issue of PCT consent to move premises for NHS practices.