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Physician Partnership Agreements: Structuring Key Provisions

Compensation, Organizational Decision Making, IRC 199A, Termination, Restrictive Covenants, Dispute Resolution

Recording of a 90-minute CLE webinar with Q&A

This program is included with the Strafford CLE Pass. Click for more information.
This program is included with the Strafford All-Access Pass. Click for more information.

Conducted on Wednesday, August 21, 2019

Recorded event now available

or call 1-800-926-7926

This CLE course will guide healthcare counsel on structuring physician partnership agreements used for group practices and other ventures. The panel will examine the key considerations physicians should evaluate as well as the key business and practice provisions that outline the terms of the relationship. The program will also briefly discuss Section 199A and implications for physician partnerships.


More and more doctors are forming partnerships. These arrangements require planning and careful structuring to be successful. Before entering into a partnership, physicians should evaluate the arrangement to ensure it fits the physician's needs and goals and complies with the applicable regulations.

There are many elements that partnership agreements must address, including compensation, organizational and operational decision making, retirement, buyouts, noncompete covenants, termination and dispute resolution, insurance, and regulatory compliance. What happens if one of the physicians is engaged in unethical behavior and the rest of the group wants him out of the partnership? What happens if one of the physicians becomes disabled and is unable to practice? Are there mechanisms in place in the partnership agreement that spell out how these issues are addressed and what occurs? Does the new Sec. 199A tax deduction for pass-through entities apply? What are the limitations on a physician who wants to leave the group?

Listen as our authoritative panel of healthcare counsel examines key considerations that physicians should evaluate to ensure the arrangement meets the physician's goals and the key provisions that outline the terms of the relationship. The program will also briefly discuss Section 199A and implications/considerations for physician partnerships. The panel will offer guidance on structuring the critical provisions of the agreement.



  1. Considerations when contemplating physician partnerships
    1. Purposes
    2. Structural options—use with employment agreements
  2. Provisions in physician partnership agreements
    1. Organizational decision making
    2. Compliance with healthcare laws
    3. Compensation
    4. IRC Section 199A (QBI): pass-through business deduction
    5. Method for dissolution/trigger events
    6. Addition of new equity partners
    7. Valuation
    8. Termination (voluntary or involuntary withdrawal)
    9. Malpractice/tail coverage/insurance coverage
    10. Restrictive (noncompete, etc.) covenants
    11. Dispute resolution
  3. Best practices for structuring the agreement


The panel will review these and other high priority issues:

  • What are the critical business, practice, and regulatory considerations for physicians considering entering a physician partnership agreement?
  • What key provisions should be considered for the physician partnership agreement?
  • What is the impact of IRC 199A on physician partnerships?


Countryman, Clay
Clay J. Countryman

Breazeale Sachse & Wilson

Mr. Countryman represents clients in all areas of the healthcare industry, with a focus on healthcare corporate...  |  Read More

Matchinski, Jayme
Jayme R. Matchinski

Greensfelder Hemker & Gale

Ms. Matchinski draws on her extensive experience in health and corporate law to help healthcare companies handle the...  |  Read More

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