We often have physicians who ask us about the transferability and saleablity of goodwill in their healthcare practices. Below is an opinion from the America Medical Association regarding the sale of a medical practice. Goodwill is certainly saleable and transferable (as long as IRS purchase price allocation guidelines, Stark laws, and HIPAA are adhered to). In fact, goodwill is often the most valuable asset within a healthcare practice.
Opinion 7.04 - Sale of a Medical Practice
A physician or the estate of a deceased physician may sell the elements that comprise his or her practice, such as furniture, fixtures, equipment, office leasehold, and goodwill. In the sale of a medical practice, the purchaser is buying not only furniture and fixtures, but also goodwill, ie, the opportunity to take over the patients of the seller. A patient’s records may be necessary to the patient in the future not only for medical care but also for employment, insurance, litigation, matriculation, or other reasons. Therefore, the transfer of records of patients is subject to the following:
(1) The physician (or the estate) must ensure that all medical records are transferred to another physician or entity who is held to the same standards of confidentiality and is lawfully permitted to act as custodian of the records.
(2) All active patients should be notified that the physician (or the estate) is transferring the practice to another physician or entity who will retain
custody of their records and that at their written request, within a reasonable time as specified in the notice, the records (or copies) will be sent to another physician or entity of their choice.
(3) A reasonable charge may be made for the cost of locating, duplicating, and mailing records. (IV)
Report: Issued July 1983; Updated June 2000