Primary Healthcare

Questionnaire for Medical Partnership Agreement

Please supply the information requested below.

On submission of this, a draft Partnership Agreement will be prepared for consideration by the Partners. Whilst there are many ‘usual’ clauses that are found in Medical Partnership Agreements, it is essential that each individual Partner is satisfied that the proposed Agreement deals adequately with their own particular circumstances and if there is any cause for doubt they should consult their own specialist professional adviser.

Parties

Please list all the Partners, giving full names and specifying whether:-

a) any Partner is within three years of an anticipated retirement date and

b) any Partner has joined the Partnership within the previous three years.

Commencement date

Please state the date from which the new Deed is to take effect. If a new Partner has joined, or is joining, this will be the date that such Partner joined. Otherwise, any commencement date can be chosen.

Date:

Accounting date

The date up to which the Partnership prepares its Accounts

Date:

Description of the Surgery premises

Full details of all property owned by the Partnership Practice

Full postal address of each property:

Nature of the property:
Eg, whether used by the Partnership in connection with it's practice, or is occupied by eg pharmacy, related health activity.

Is the property freehold or leasehold?:

If leasehold, please name the Landlord and the term of the lease:

If freehold, please name the Partners that are Property Owners:

If the Surgery is charged to a lending institution, please name the Lender, the current level of borrowing.

Name of Lender:

Level of borrowing:

Are loans owed by the Partnership, or by individual Partners, and is any part of the loan on a fixed interest basis?:

If freehold, please give an indication of the amount of market value, and whether reimbursed through a cost or notional rent:

If freehold, please specify whether any arrangement is proposed for a new Partner to buy into the ownership of the Surgery, and, if so, on what terms:

Generally

State whether PMS or nGMS Contract with PCT

Name of Partnership bankers:

Name of Partnership accountants:

Indicate whether proposed clauses and proposals are required for the following.

Holiday:

Study leave:

Maternity leave:

Paternity leave:

Adoption leave:

Sabbatical leave:

Compassionate leave:

Duties of Partners

Specify the amount of time that each Partner will devote to the partnership, if not full-time:

Sickness

Has any specific arrangements been agreed by the Partnership as to responsibility for the payment of locums during a Partner's absence through sickness:

Decision making

Have any specific arrangements been made?

The usual alternatives are:-

(a) unanimity on everything; or
(b) majority vote - with each Partner having a full vote notwithstanding part-time working, with a range of ‘important’ decisions (eg admission of new Partners) reserved for all Partners.

Retirement

Please specify.

Notice required for a Partner's voluntary retirement (normally three or six months)

Normal retirement age (normally 65):

Whether a 'green socks' clause is required, enabling a Partner to be exlcuded by the votes of all other Partners on notice notwithstanding the absence of any ground which would justify expulsion - not recommended in the case of Partnerships with four or fewer Partners:

Whether a new Partner is on a probationary period. If so, please supply the relevant dates:

Consequences of retirement

Clauses will be proposed dealing with the consequences of a Partner leaving the Partnership, which will incorporate arrangements enabling the Continuing Partners to take over the interests of the Outgoing Partner a fair value and in compliance with the statutory provisions prohibiting the sale of goodwill.

Where there are freehold surgery premises, a separate Guidance Note will be issued with the draft Partnership Agreement explaining the legal background affecting the issue of goodwill in relation to the valuation of surgery premises. Non-compete clauses will restrict the activities of a former Partner. Whilst non-compete clauses are believed in principle to be lawful, if drafted conservatively, enforcement of them will very much depend on the circumstances at the relevant time.

Profit sharing

A separate memorandum should be prepared setting the agreed basis for sharing profits which will incorporate any appropriate arrangements for the approach to parity of an incoming Partner.

Please send your completed questionnaire to Derek Bellew by clicking on the Submit button below.