Dentists Who Invest Podcast

What Corporate Structure Should I Use For My Dental Practice? with Ray Goodman [CPD Available]

• Dr. James Martin • Season 4 • Episode 407

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Want a structure that protects your personal assets, trims your tax bill, and makes selling your practice smoother? We sit down with specialist dental solicitor Ray Goodman to translate legal jargon into practical choices for dentists—when to stay as a sole trader, when a limited company pays off, how partnerships really work, and why “expense sharing” can quietly turn into a partnership with joint and several liability. If you’ve ever wondered whether dividends beat salary, who can be a director or shareholder, or how to keep decision‑making fair between owners, this conversation gives you the playbook.

We pull apart the mechanics of limited companies—the corporate veil, director duties, and the underrated advantage of flexible ownership that can include non‑DCP shareholders provided you meet the director rule. We compare this with partnerships, highlighting the risk of being chased for your partner’s debts and the absolute need for watertight agreements covering drawings, profit splits, deadlocks, and exits. We also examine expense sharing arrangements and explain why, if money is pooled with a view to profit, the law likely treats that as a partnership regardless of the label.

Thinking about incorporating an NHS contract? Ray outlines the real pathway: local area team discretion, novation agreements, and the welcome shift in guidance around personal guarantees and time‑limited obligations. We also tackle UDA value conditions that can attach to incorporation and show how to weigh the tax benefits against possible rate reductions. Rounding it out, we look at LLPs, when they make sense, and why many dental accountants still favour limited companies for scalability and sale readiness.

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Dr James:

We all know that we need to get our structure right from the start whenever it comes to setting up our limited companies and our partnerships. But the problem is no one actually explains what the terminology means, and therefore we feel a little bit blind. That's why I'm joined today by Mr. Ray Goodman, expert lawyer to dentist. We're going to be covering company structure, all the various ins and not the high level stuff that us dentists need to know, but we're never taught at university. I'm also happy to share that there is free verifiable CPD associated with this podcast episode. Whenever you finish the episode, all you have to do is click the link in the podcast description. It'll take you right through the Dentists Who Invest website. You'll be able to complete a short questionnaire, and once passed, you fill in your reflections, and we'll go ahead and email over to you your verifiable CPD certificate, which is entirely free. What that means is this podcast episode will be able to contribute towards your verifiable CPD hours during this learning cycle. Company structure, someone should have made a podcast on this a long time ago. What do you think, Ray?

Ray:

Yeah, I mean it's a it's a subject that we deal with on a daily basis. And although I do lots of speaking to dentists around the country, and I speak for the BDA and other organizations have done for many years, most of the seminars that I'm asked to give tend to relate purely to the process of buying and selling. So it's nice to be able to speak about something else, something that we do deal with on a daily basis, that doesn't seem as sexy as buying and selling, although it is very important to get the right structure and can have huge benefits for dentists.

Dr James:

Directors, shareholders, all those sorts of things. Dentists, we we know what they are to a vague level, but we've never actually really went into detail. And Ray, you're you're a lawyer if I've got that right. Just so everybody has full contacts on yourself for this podcast.

Ray:

Yeah, I'm a I'm a solicitor, I'm a specialist dental lawyer, I'm a partner in the firm of acuity law. Many people will will will know me from my previous role, which was one of the founding partners of Goodman Grant. We were a specialist dental law practice, dealing almost exclusively with the business of dentistry. So buying and selling practices in corporations, 24-hour retirements, anything to do with the business of dentistry. What we didn't do and what we don't do is, you know, we don't deal with dental negligence claims. We only act for dentists and we look after dentists. And we do that on a national basis. Goodman Grant became part of Acuity just on three years ago. Acuity had prior to that had a very strong dental team acting for a lot of the big corporates like Portman, and we still act for them and many of the other large corporates. Goodman Grant also acted for some of the smaller corporates and hundreds, if not thousands, of individual dentists. So we've now got a network right across the country and the biggest team of specialist dental lawyers in the country.

Dr James:

Interesting that you used the phrase the business of dentistry because that is, of course, our event, which is coming up on the 18th of October. Shout out the Business of Dentistry event. That's on Birmingham. 18th of October is, of course, a Saturday. Feel free to let me know if anybody out there would like to come along. We pretty much sold out. I think we sold 180 tickets. There may still be a few on it go on the go on a first come, first serve basis, just shouting that out because it came up.

Ray:

Yeah, that should be a great event. And we're gonna be there. My one of my partners from our uh our corporate healthcare team, Claire Emery, is gonna be there. She's on one of the panels in the breakout session. So yeah, it should be a great event.

Dr James:

And for the record, I did not ask Ray to plant that term in his in his response to my question before we did this podcast. It just came out, and I'm gonna leap on it right now just to give that a little bit of a shout out, that event, because it it will be fun, it will be a blast. Anyway, safe to say, based off what you said, Ray, company structure and the nuances of it that us dentists need to know is you're no stranger to it based on your experience. So now it seems like a good time to segue into that part of the podcast, that discussion.

Ray:

Okay, that's great, James. I'm going to attempt to share my screen. If it all goes horribly wrong, we'll sort it out, but I think it should be okay.

Dr James:

Sure. I believe. I believe, I believe. We can make it happen.

Ray:

Hang on, that's the one. Why isn't it? Ah that oh there we go.

Dr James:

There we go. We're good, we're cooking.

Ray:

Okay, I don't know how I get this little thing off the top. Ah, will that just disappear itself?

Dr James:

You know what? I can't actually see anything at my side. It looks good to me.

Ray:

Okay. So you just got a clear screen with the slide.

Dr James:

Yeah, we can see the slides.

Ray:

Wonderful. Okay, so we're going to talk about business structures for dental practices. Critically important, as you'll see as we go through. You'll be delighted to know that I'm not going to go into massive legal technical detail, but I am going to cover the basic principles in hopefully easy to understand language. All professions, we all have our technical language. We believe in plain speech as much as possible at acuity. So let's go straight into it. Before we talk about limited companies, which is the first slide, many of you will just be sole traders. You operate under your own name. You don't have a partner, you don't have uh a limited company. And that's a very simple and perfectly acceptable structure. You're if you're a sole trader, it it is you as an individual that is entering into all the contractual obligations, whether it be with the NHS or with your individual patients and supplier. So any liabilities that you have are your personal liabilities, and that's a relatively straightforward basis for holding a practice if you were just on your own. But it's not the only basis. So let's have a look at some of the alternatives. So the first thing is limited companies. A limited company is a separate legal entity. In law, it's a separate person, although it doesn't have a physical body, but it makes its decisions by its board of directors. They're effectively its brain. So that means that the company and not the individuals who own the company, i.e. the shareholders, who have liability for its debts. So a limited company, separate person, and is responsible for any assets and liabilities that it has, including tax. So unless there are some quite strong reasons, perhaps criminality or trading whilst knownly insolvent, the shareholders are not liable for the debts of the company. Hence the expression limited liability. So what are the advantages? Well, firstly, as we've just said, a big a big advantage is that the shareholders, i.e., the owners of the business, are not personally liable. It can also have tax advantages. Limited companies can benefit from various tax advantages. Corporation tax rates, i.e. the rates that companies are taxed on profits, are generally lower than individual rates. But of course, there is then the rate on the dividends, i.e., when the owner of a company takes the money out. There are different ways of taking monies out of a limited company. It can be way of by way of dividends, it could be by way of salary. It's quite complex and it's something that you would need the advice from a good accountant, preferably somebody who specializes in uh dental practices. There are many of them around. I'm a member of NASDAQ, the National Association of Specialist Dental Accountants and Lawyers. There are about 40 odd accountants, all of whom have specialist knowledge in dentistry. And I would strongly advise that in taking advice over something like incorporating your practice, becoming a limited company, that you might want to seek advice from one of them if your own accountant isn't that experienced in dental practices. Another advantage of a limited company is because it's a separate individual, changes in the shareholding, i.e. the owners of the company, don't affect the practice, the business itself, because the owners don't own it. Similarly, when you come to sell the practice, it won't be it won't be the practice that you're selling. You would normally sell the shares in the limited company. The limited company could sell the assets, could sell the practice. It's generally not advisable because it usually leads to a double tax charge because the company will sell the assets, the money would go into the limited company, and then you've got the problem of taking the money out of the company, which generally would attract another tax charge. So again, accountants' advice critical in these situations. Some downsides of a limited company. Well, as a limited company, you have a statutory obligation to file various returns every year, accounts, statutory records, a statement to the effect of whether or not the beneficial ownership in the company is changed. So there's a cost in that. It's not huge generally, but it's a cost that an individual sole trader wouldn't have. And setting up and running a limited company can be more expensive than other structures. Again, you have to either form or acquire an off-the-shelf company, and your your lawyers or your accountants can do that for you. And you have the the work every year of preparing limited company accounts and filing. So those are the main, the main criteria. There is one other significant criteria that I'd like to mention in relation to limited companies, and that is who can own it, who can own a practice to a limited company? The answer is anybody, and it's the only, well, this and LLPs, which is the other incorporated structure, are the only structures where non-dentists can own a dental practice. The general rule rule in under the Dentists Act is that only a dentist or a DCP can own a dental practice. Through the vehicle of a limited company, the shareholders, i.e., the owners of limited company, are irrelevant. So anybody can own a practice or practices through a limited company. The only criteria is that the directors must be comprised of not less than 50% of DCPs, dental care practitioners, i.e., anyone who's on one of the registers that's kept by the GDC. So provided you don't have, I mean, a mine, sorry, a majority of non-DCPs, then you can have anybody you like as directors. So, for example, it opens the door for ownership to be spread with family members. You could you could transfer your practice to a limited company, and you could spread the shares across your wife, children, anybody else you want. They don't have to be DCPs, as long as the board of directors is not comprised of with a minority of DCPs. Now, that's often misquoted, including by the GDC, I have to say. Uh, and you'll often see it stated that you have to have a majority of DCPs as directors of a limited company. That's wrong if you look at the words of the statute, which I have to say is not easy to understand and not easily written. It actually says you cannot have a minority. So you can have parity. You can have two directors, one a direct one, one a dentist, one a non-dentist, non-DCP, and that's fine. What you can't have is perhaps say two non-dentists or DCPs and one dentist, because then they're in a minority. So that's that that that's uh quite an important and a useful thing to know. Ownership of a practice can be more diverse through the vehicle of a limited company. I think I've just jumped one there. Directors' liabilities and responsibilities with a limited company. Directors have a fiduciary duty. That is a duty to act in the best interest of the company and its shareholders. Often the shareholders are going to be the dentist and perhaps some of his close family or or colleagues. And there is an overriding uh responsibility uh on directors under company law to act in the best interest of its of the company itself and its shareholders. There can be situations where that conflicts with the individual's best interests. In a small company, a small business like a dental practice, that's unlikely, but but it is something that needs to be borne in mind. Dentists are also responsible for ensuring the company complies with the laws, including tax obligations and compliance with the company's act. Again, these are not, you know, these are things to be taken seriously, but normally if you've got competent accountants, they will deal with all that for you. And financial oversight, directors are responsible to ensure the company is financially sound and not trading insolvently. If a company goes, it becomes insolvent. The directors are not generally personally liable. However, if they have knowingly operated the company in circumstances where they should have known that the company is insolvent, there are circumstances where they can be held personally liable. Again, it's rare. And if if people are responsible and sensible and have good specialist advisors, then it's not something you ought to be worrying about on a daily basis, but just an awareness. Limited companies often are best suited for larger practice with multiple owners or people looking for investment from non-DCPs. As we said, there's no reason why anyone can invest into a dental practice through a limited company. They don't have to be DCPs. So there's an opportunity there for larger practices to raise capital from non-DCPs. And they can be more tax effective. Again, you need to take advice from your accountants to make sure that what you're doing the desired tax effect. So that in a very short nutshell is the situation with limited companies. Limited companies tend to be the most favoured structure outside of individuals or expenditures. And it's generally the tax that the tax situation that drives that. Perhaps some people take comfort from the protection from liability, although it's rare, although not unheard of, but it is rare for dental practices to become insolvent. So usually the reason for incorporating your practice is financial and tax driven. So moving on to partnership. A partnership is a business structure comprising of two or more individuals where they share ownership of the practice with a view to profit. That's not quite the definition that's set out in the Partnership Act, but it's it's paraphrased and made a little bit more straightforward. And any situation where you have more than one person who is running a business with a view to profit, whether it's expressed to be a partnership or not, it will be deemed to be a partnership under the Partnership Act. Advantages of partnerships, well, you have shared responsibility. It's an opportunity for partners to pool their expertise, resources, workload, and that can lead to a more balanced and efficient operation. Two heads, four hands. It gives more flexibility, perhaps, than a limited company. It can be more flexible in terms of decision making and profit distribution compared to a limited company. And it's easy to set up. You don't have to register anything with the company's house. There's no register of partnerships. It is something that you create really by the facts. If you join forces with somebody with a view to profit, that is tends to be a partnership. Having said that, I would strongly recommend in every situation where you have a partnership that you have a partnership agreement which will set out all of the points that would be of concern to you. For example, what happens if somebody dies or becomes incompetent? What happens if somebody wants to leave? How are you going to split profits? And any other practical points that you would wish to clarify with your partner or partners at the beginning of the relationship. Things are always great at the beginning of a partnership. Everybody's excited, everybody's looking forward to going ahead, everybody's on good terms, and nobody's thinking that they're going to fall out down the line. But often, unfortunately, humans being how we are, we tend to fall out. And you know, circumstances change, people marry, people divorce, other partners come into the picture, pressures get put on people, and attitudes change. So if you are in a partnership and you don't have a partnership agreement, I would strongly uh uh uh advise that you contact us or contact another specialist dental lawyer and we can put that right for you. Similarly, in fact, with a with a limited company, a limited company's constitution is set out in what are known as its articles of association. They're fairly heavy and complex provisions which control all of the all of the constitution of limited company. And they can be adopted, there are standard ones within the companies act that can just be adopted by referring to them, or they can be individually drafted, or as is probably in most cases the situation, you take the standard form of articles from the Companies Act and then add or detract provisions to make them fit your purpose. But notwithstanding that, it's also very advisable, where you have a company, that you have a shareholders' agreement, which will also deal with a lot of the things that would be in a partnership agreement. For example, drawings, who's entitled to draw what, how many, how how much work each of the shareholders or directors is required to do, what happens if somebody dies, and any other provisions that that you would want to have clarified at the beginning of the relationship rather than wait until something goes wrong down the line and then spend a fortune in in disputes and and horrible situations, which could have been avoided if you got the structure right in the first place with either a shareholders agreement or a partnerships agreement. Going back to the partnership, sorry. Whoa, this is very sensitive today. Each partner is personally liable for the debts of the practice. In a partnership, the partners are what's known as joint and severally liable for partnership debts. That means that that if your partner runs up debts, even if you're not aware of them, and they're and and they're done under in the name of the partnership, you can be sued to pay those debts. So that is certainly something that that i is of concern and you need to be aware of. In the partnership agreement, there wouldn't, in normal circumstances, be an indemnity between one partner and the other, but the problem is if one of the partners has got no assets, has got no money, then because it's a joint and several liability, creditors can go against either partner or any of the partners for the whole lot. So they'll tend to go for the one with the deepest pockets, and then they've got the problem of trying to recover the contributions from the other partners. So that's a big potential downside of a partnership. There's a potential for conflicts of agreement. Again, if there's uh a properly drawn partnership agreement in place, then hopefully you've got provisions in there to deal with any conflicts or deadlocks. And if there's only two partners, it might be worth having an independent third person that any deadlock situation is referred to. So it's a lot quicker and cheaper than having to litigate and ending up in court. Profit sharing, in the absence of any other agreement, profits would be shared equally between the partners, regardless of who's earned the most fees. So, again, something that you need to think about in terms of your partnership agreement if you're not going to be sharing everything equally. And sharing equally in a dental partnership is unusual. It's not it it you know, I i it it happens, but it's unusual because it's very difficult to have two clinicians both grossing pretty much the same. And you know, the higher grossing clinician generally is not going to want the lower grossing to share in in the fruits of his or her labor. Although there could be reasons for that. The other partner might, you know, might might take on more of the administration. So it's a matter for agreement in every in every different scenario and should be reflected in a properly drawn partnership agreement.

Dr James:

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Ray:

Best scenarios for partnerships, smaller practices, and particularly where partners have a strong level of trust and a shared vision. So a lot of husband and wife partnerships, some partnerships where there's been an initial principal, and one or more associates have been brought into the partnership. Perhaps regard hasn't been given to the most tax-effective structure, and it's just been left to grow as a partnership. But partnerships can be converted if it's appropriate to limited companies. The process is referred to as incorporation, and we'll look at that in a bit more detail in a minute. So, other than those practices that are in limited companies, I think my experience says that expense sharing arrangements are probably the second most common where you've got more than one dentist. Obviously, if you if you're a single if you're a sole practitioner, then the the question of expense sharing doesn't exist. But if there's more than one, then an expense sharing agreement is is often the way to go. And what is it? Is it a partnership? Well, it's it's it's generally expressed to to be specifically not a partnership, and most expense sharing agreements will have a clause in that says this nothing in this agreement is intended to create a partnership. And it isn't. But the reality, frankly, is in my view, that where you have an expense sharing agreement, you generally have uh let's say we've got a two-handed expense sharing partnership. In that situation, the two expense sharers will have an expense sharing agreement which will set out what falls to be common expenses. For example, reception, some expense sharing agreements include equipment, some include nurses, others each party is responsible for the cost of their own nurses. The agreement should reflect what you want. And we can draft an expense sharing agreement which which covers everything and anything that you wish to be covered. So you've then got this agreement where which says that, for example, the equipment costs, gas and electricity costs, costs of reception are all covered, are all to be paid for out of the expense share. Now you may have one or more associates, therapists, hygienists that also work for the expense share. And their fees will go into the expense sharing agreement. So you've got that income coming into it, out of which you're paying perhaps the rent, the receptionist, and and and any other expenses that are to be shared. And if you've got a few clinicians working, hopefully they will produce revenue which is greater than the exp expenses that are being shared. So you've got a profit within the expense share. Irrespective of the fact that that it you've expressed it not to be creating a partnership, because that is a common enterprise with a view to profit. My view is that that will always be deemed to be a partnership. And the accounts for that expense sharing arrangements would normally be drawn as an expense as partnership accounts. You've then got the individual practices of the two clinicians, the two dentists, and they would be effectively sole practitioners, and they would be taxed, they would have their own accounts and they would be taxed on their own income and expenditure. There's no reason why one or more of those individual expense sharers couldn't be limited companies. So you could have an expense sharing agreement where one of the parties or more or all of the parties are limited companies. Again, it it's really dependent on whether limited liability is going to be financially beneficial to the individual expense sharers. Lack of separate legal identity. Each partner, as I say, will retain separate identity, but the expense sharing partnership will be a partnership, and all the rules of partnership would be deemed to apply to it, including the joint and several liability issue. So again, there's a there's a potential risk if one party doesn't meet his share of any liabilities under the expense sharing arrangement. When would you consider an expense sharing arrangement? As we said, one or more than one party, if you each want to effectively run and retain the goodwill of your own practices and share the common expenses, then expense sharing would be the starting point. Whether you then incorporate your individual practices or even potentially operate the expendure through a limited company is a matter for financial planning, and you need to take good advice on that. But either way, there should be expense sharing agreements, partnership agreements, and shareholders' agreements, whichever structure or structures that you deem to be best for you. Now, the next structure is limited liability partnership, or generally known as an LLP. We don't tend to get many practices operating under LLPs. An LLP combines elements of partnership and limited company in that it uh and it offers flexibility of management whilst providing, like a limited limited liability company, it provides limited liability protection to its members. So the members are equivalent to the shareholders, and they aren't personally liable for. For any liabilities of the LLP, unless, as a as with a company, they do something pretty drastic and unlawful. So it does provide that limited liability protection and it gives a bit more flexibility for various reasons. Again, generally financial and tax driven, it is rare for an LLP to be the best structure. As I say, sometimes it does, and your accountant can advise you on that. But generally, the accountants tend to favor limited liability companies over LLPs. We've already said the advantages are limited liability, flexibility, and tax transparency. Disadvantages, they're more complex to set up than an individual partnership or a limited company. And they do have public disclosure requirements like a limited company. They tend to be used by professionals like dentists and lawyers, other professional groups, but as we said, not that frequently. So we've dealt with all of the main structures now. The question arises then, what happens if we've if we've got a partnership or even a sole tradership, and we decide after taking advice that it will make a lot more sense financially for us to be becoming a limited company. Now, if we don't have any NHS, it's relatively straightforward. We have to do an agreement, which is almost like a company sale agreement. Sorry, a practice sale agreement, where we transfer the assets from you as an individual or a partnership to this new person that's been created, who's a limit, which is the limited company. It's important that it's properly documented because if you're claiming certain tax allowances, the HMRC could well challenge the fact that you have suddenly incorporated your practice and you're claiming to be taxed by limit on a limited company basis. So it's important that you can show that the assets have been properly vested in the limited company. So we can we can draft you an agreement, transferring the assets, we can draft the necessary shareholders' agreements, perhaps transfer the associates into a new company. They may need new associates' agreements. There's lots of ancillary things that need to be done to properly transfer the assets. Where it gets a little bit more complicated is with NHS practices, where you've got an NHS practice. And as we've said here on the slide, it's not a simple process, but it's it's doable. And we do it on a daily basis. We have a specialist team that deals with incorporations along with 24-hour retirements. But the first thing that you need to do would be to submit a formal request to your local area team, and that will include detailed information about your practice and the company that you propose to transfer the contract to. NHS will then assess the application to make sure that they're happy that the company can meet the obligations in the contract, that it's in the best interest of the patient, and they may want to see information about the company's financial stability and also take account of the overall value of the contract. If the local area team agree, then they will, well, the first thing they'll do is they'll send you out a long questionnaire to gather all the information that we've just discussed. You submit that back to them, they'll consider it, their commissioning team will consider it. And if they're happy for it to go ahead, then we go to the next stage. Now, the ability to transfer your contract to a limited company has only existed since 2006, and it's not a right, it's a discretion. So the NHS has an absolute discretion whether to allow you to incorporate or not. And until quite recently, it was very much a postcode lottery. Some LATs were fairly relaxed about it, others didn't like it, others just felt they were too busy doing stuff that they had to do, and they had a permanent backlog to be dealing with discretionary things that they don't have to do. So it's been, you know, it's been inconsistent and it and it's been problematic for many years. On top of that, there's been an additional problem in terms of a guarantee that the NHS invariably insisted on where contracts were transferred to a limited company, i.e., the original contractor, the provider, was required to enter into a guarantee in the ovation agreement whereby they continued to guarantee to the NHS the performance of all the terms of the contract. Most particularly of concern, of course, is if there's a shortfall. If there's underperformance, then the the practice, the contractor is responsible. But by signing, by entering into a guarantee, the the former owner of the of the contract was guaranteeing that, which is fine whilst your limited company still owns the practice. But further down the line, if and when you decide to sell the practice, you'll be selling the company that owns the practice, not the company. But you, having signed that guarantee as an individual, will remain on the hook. So there was nothing in the documents that the NHS had produced that allowed for the release of the owner, the original owner, the original contractor, from that guarantee, which was hugely problematic. Of recent times, there has been a change finally in the attitude of the NHS. And in fact, in the latest in the last set of guidance notes, it's the NHS has said that the guarantee in the Novation Agreement is something that can be negotiated. So we are now seeing novation agreements coming through without any guarantee, which is you know the best scenario. And also agreements where there is a guarantee, but it's time limited to say five years, or can be released on a change of control of the company, which is a huge improvement to the to the historical situation. We're also now seeing post-COVID and and for a while post-COVID, they uh most just were not dealing with in corporations. Their backlog seems to have subsided a little and they are now dealing with them. And in most cases, LATs are agreeing to incorporations, but in some cases subject to conditions which we'll we'll come on to in a minute. I've already mentioned the Novation Agreement. That's the agreement that novates the contract from individual dentist to the limited company, and it's a legal transfer which contra which basically transfers the liabilities under the contract from the individual to the limited company. Now, as I mentioned, the NHS can impose conditions as conditions to allowing you to incorporate. Some require the contractor to guarantee the company's performance of the contract, as we said. Another is they can and sometimes do look at the UDA rate under the contract that you're looking to transfer. And if it's less than the local or the national average, they can require you to adjust the UDA rate to the local average. They can't require you to change the contract value. So if you've got a million-pound contract and you've got a UDA rate of say £40 a UD8, which would, I think, in most areas be particularly high, they could look at the local average and say, okay, the local average is say 30, 29 pounds or 31 pounds. We'll allow you to incorporate, but we want your UDA value to come down to 31 pounds. Now, you've then got a dilemma. You have to then decide whether or not it's worth it. Is it worth losing £9 of UDA for the tax benefits that you're going to get? It it may be. Or if not, then you would withdraw your application. So these are the things that you know could happen and maybe come up if you make the application to incorporate your practice. So, in summary, we've got limited companies which offer limited liability, tax efficiency and continuity, but can involve more regulation, setups, costs, and ongoing costs in terms of um accounting and and and and uh compliance. Partnerships allow shared responsibility and a bit more flexibility, perhaps, but also come with shared liability and potential conflicts if you fall out. And believe me, it it happens a lot, the partners fall out. And then LLPs, a bit of a combination between the two, but generally not the best structure for dental partnerships, unless the circumstances specifically dictate, and that would be something that that I would think you would be guided on by your accountant. Quick disclaimer whilst everything that I've told you is, I believe, correct, every case is different, and whether you should incorporate your practice, whether you should be looking to incorporate your NHS contract, what other route you may want to go down, you really must take legal and accounting advice. But one thing that I would say, and that's whatever you do, use someone who knows what they're doing. You are very lucky in your profession in that there is a whole raft of people like me who are specialist professionals for your sector. And there's, you know, there's organizations like Nasdal of specialist dental accountants and lawyers. I'm a former chair of the Nasdaq Lawyers Group. We're members of Nasdale. There are 40 plus accountants members of NASDAQ. And then there's the Association of Specialist Providers for Dentists, which I'm also a member of, all manner of dental professionals or professionals that that that service the dental profession comprise that organization. The people who you can access, it surprises me still how many uh dentists use uh professionals who are not specialists in the sector and who don't really understand uh the ramifications. You know, many people come to me and and you know they've they've previously uh been to their own solicitor, the guy who they play golf with or who did the conveyancing on their house. They've told him that they're looking to sell their practice and and they've been so, oh yeah, sure, we'll act for you. And they think it's a house with a few bits of cabinetry in it. They wouldn't know a UDA if they fell over it in the street. They have no idea about CQC or other compliance issues. It's it's really critical to use specialist professionals. And that's pretty much it. Thank you very much for listening. James, I'm sure you've got some some questions. And next slide shows my details. If anybody's got any queries when they watch this, feel free to call. Always happy to have a chat with people. If it's not something that falls within our sphere of expertise as specialist dental lawyers, we will know the people who can help and happy to refer on. And again, QR code there. If anybody wants more information about acuity law, just just go to the QR code or give us a call or an email or whatever.

Dr James:

And and Ray, for the benefit of people who are listening to this via podcast versus viewing it as a video, would you be happy to read out those details on the screen just there?

Ray:

Yeah, certainly. So what we're looking at is a slide. We are acuity law. My email address is ray.goodman, g o o d m a n at acuitylaw, one word, ac-u-i-t-y l-a w dot com. My number is 07974 727 420. And our website is www.acuitylaw.com. But again, if you want, there is a QR code that gives you access straight through. As I said at the beginning, we're a national full service corporate firm with offices in Bristol, Cardiff, Leeds, Liverpool, London, and Swansea. And we have the biggest team of specialist dental lawyers in the country.

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Dr. James Martin

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