Counsel for Virginia Medical Practices

Legal needs typical to medical practices

Medical practices sit at the intersection of business, regulatory, employment, and transactional law — and most of the categories carry health-care-specific overlays. PLDR's medical-practice clients typically engage us across the following:

• Professional entity formation — Virginia Professional Corporations (P.C.) and Professional Limited Liability Companies (PLLC) under the Virginia Professional Corporation Act (Va. Code § 13.1-542 et seq.) and the Virginia LLC Act, with the licensure restrictions Virginia imposes on ownership of professional entities
• Practice operating and shareholder agreements — governance, voting, distributions, buy-sell terms, and admission of new physicians
• Physician employment agreements — compensation formulas, productivity and quality bonuses, call coverage, restrictive covenants, and termination
• Restrictive covenant analysis under Va. Code § 40.1-28.7:8 — Virginia's 2020-and-later limits on non-competes for "low-wage" workers and the case-law framework for physician non-competes
• HIPAA compliance — Privacy Rule, Security Rule, Breach Notification Rule, Business Associate Agreements, and incident response
• Stark Law (42 U.S.C. § 1395nn) and federal Anti-Kickback Statute (42 U.S.C. § 1320a-7b) analysis for referral, compensation, and joint-venture arrangements
• Practice acquisition, merger, and sale — including the regulatory considerations specific to health-care transactions
• Virginia Department of Health Professions (DHP) licensing matters and enforcement coordination
• Commercial real estate — practice leases, medical office building purchases, and ASC real estate
• Vendor, EHR, and service agreements — including the data-protection terms HIPAA imposes on covered entities and business associates

Where the work usually concentrates

For most Virginia practices, the heaviest legal work concentrates on physician employment and equity. Compensation formulas — productivity-based, value-based, or hybrid — need to comply with Stark Law's compensation-arrangement requirements and the Anti-Kickback Statute. Restrictive covenants need to be calibrated for Virginia's evolving enforceability framework. Buy-in and buy-out terms for partners and shareholders need clear, fair, and defensible valuation methodologies. Each of these areas produces disputes when the documents weren't carefully drafted up front.

The second concentration is regulatory structure. Stark Law and the Anti-Kickback Statute reach further than most physicians realize — affecting how ancillary services are owned, how space and equipment are shared between practices, how employed-physician compensation is set, and how referral relationships are structured. The federal rules interact with Virginia DHP licensure, HIPAA, and (for Medicare and Medicaid participants) federal program-integrity obligations. The framework rewards practices that build compliance into their structure rather than addressing it after the fact.

The third area is transition. Practice sales — to a hospital system, to a private-equity-backed platform, to a partner, or to next-generation physicians — carry health-care-specific issues that don't appear in other industries: corporate practice of medicine considerations, Stark and Anti-Kickback structuring, Medicare provider-number issues, accounts-receivable handling, and the regulatory consents that often condition closing.

Virginia's regulatory landscape for medical practices

Virginia regulates the practice of medicine through the Department of Health Professions (DHP) and the practice-specific boards (Board of Medicine, Board of Nursing, Board of Pharmacy, and others). Licensure, scope-of-practice, supervision, and disciplinary matters all run through DHP. The Virginia Professional Corporation Act (Va. Code § 13.1-542 et seq.) and the Virginia LLC Act govern the professional entities that medical practices must use — and importantly, ownership of a Virginia professional medical entity is generally limited to individuals licensed to practice in the relevant profession, with limited exceptions.

At the federal level, the Stark Law (42 U.S.C. § 1395nn) prohibits physicians from referring Medicare patients for designated health services to entities with which the physician (or an immediate family member) has a financial relationship, unless an exception applies. The Anti-Kickback Statute (42 U.S.C. § 1320a-7b) criminalizes payments intended to induce federal-program referrals. Both statutes shape how compensation, ownership, space-sharing, and ancillary services can be structured. The False Claims Act (31 U.S.C. § 3729) creates the enforcement mechanism — including qui tam whistleblower exposure — when claims tied to Stark or AKS violations are submitted.

On data and privacy, HIPAA imposes the Privacy, Security, and Breach Notification Rules on covered entities and business associates, and Virginia adds its own framework for medical records and consumer health data through Va. Code § 32.1-127.1:03 and related provisions. Restrictive covenants for physicians fall under the developing framework of Va. Code § 40.1-28.7:8 and Virginia common law, which has historically been receptive to reasonable physician non-competes but has been narrowed by recent statutory and case-law developments.

Why PLDR fits medical practice work

Medical practice work is, structurally, business and transactional work with a regulatory overlay. PLDR's business group has been general counsel to closely held companies for decades and runs the practice's day-to-day work — formation, agreements, employment, leases, and transitions — with the health-care-specific issues built in. James Richards heads the business and corporate practice and is the general-counsel contact for many of our medical practice clients, including acquisitions and affiliations. Jake Snow handles the estate-and-succession side that physicians typically need alongside their practice work.

How engagements typically look

Most practice engagements start with a specific event — a new physician joining, a partner retiring, an offer from a hospital system or platform, an EHR or vendor contract, a HIPAA incident, or a regulatory question. Many practices then move into a continuing general-counsel arrangement: a phone call when something comes up, periodic review of agreements and policies, and full representation when a real matter arises. Other practices engage us project-by-project for transactions and discrete issues.

This page provides general information about Virginia health-care law and PLDR Law's health-care-related practice. It is not legal advice and does not create an attorney-client relationship. Federal Stark, Anti-Kickback, and False Claims Act exposure is highly fact-specific and should be evaluated case by case.