GP partnership agreements

GP partnership agreements

 

A comprehensive, documented partnership agreement (often in the form of a partnership deed) is essential to the smooth running of a GP practice. It manages the relationship and terms agreed between the partners which helps to prevent disputes by providing greater clarity and certainty as to their relationship to each other. It also provides a mechanism for resolving disputes quickly and fairly should they arise.

Our dedicated team of primary care lawyers work with general practitioners to draft, maintain, and update their partnership agreements when needed. Our extensive experience in advising on GP partnership disputes means we understand the most common issues that arise between partners and can therefore advise on different options and pre-emptive solutions to avoid and resolve these problems quickly and fairly.

If you are a GP partner or practice manager and need advice on your partnership agreement, contact our primary care team today.

Frequently asked questions about GP partnership agreements

What is the difference between a partnership agreement and a partnership deed?

The terms ‘partnership agreement’ and ‘partnership deed’ are often used interchangeably and you may wonder what the difference is between the two. Put simply, a GP partnership deed is a signed (and witnessed) legal document which details the mutually agreed terms of your partnership agreement. Though you can have an agreement without a deed, we strongly advise our clients to ensure it is formalised as a written and signed deed, to avoid any potential disputes regarding its validity.

Why are GP partnership agreements important?

A partnership without a deed is guaranteed to be unstable, leaving your business and employees vulnerable to numerous potential issues. Known as a ‘partnership at will’, it is governed by the Partnership Act 1890, which provides perilously little security for a partnership trading in the 21st century. 

The Partnership Act 1890 outlines the key principles of a partnership, unless otherwise agreed by the partners, including:

  • All partners are entitled to share equally in capital and profits
  • No person can be introduced as a partner without the consent of all partners
  • All decisions are to be determined by a simple majority decision
  • Any partner may bring the partnership to an end at any time simply by giving notice to the other partners
  • A partner cannot be expelled from the partnership (instead, the partnership must be wound up)

The last two principles pose significant risk to any practice run by a partnership at will, given any partner can dissolve the partnership at any time; as the other partners cannot expel them, the defecting partner has a significant advantage in any negotiations.

It is therefore essential to ensure you have a well written partnership deed in place, allowing you to override these provisions with the terms and processes set out in your own agreement. Importantly, a new deed (or deed of adherence) should be signed by all partners each time a new partner joins the practice, effectively creating a new partnership. Failing to do so leaves you open to the risk that any existing agreement is no longer valid resulting in serious disputes arising.

What should a GP partnership agreement include?

A robust partnership agreement includes the rights, responsibilities, and restrictions of all partners at the practice. It should include:

  • Working commitments
  • Authority structure
  • Financial planning, including capital contributions and profit shares
  • Probationary periods for new partners
  • Holiday pay, sick pay, and paid parental leave
  • Resignation and retirement
  • Grounds for expulsion
  • Decision making processes and dispute resolution
  • The process following the death of a partner

As NHS specialists we also ensure that these reflect the requirements and benefits within the GMS contract and PMS agreement and all other primary care contracts and regulations. This ensures that your partnership deed is bespoke for primary care partnerships.

Our process

Partnership agreements are not one size fits all, and our primary care team are highly experienced in the preparation of bespoke agreements designed to fit the specific requirements of a practice. Our process is clear, straight forward, and designed to ensure you feel supported throughout. It includes:

  1. Partnership questionnaire. In the first instance, we will provide you with a questionnaire for all partners at the practice to complete.
  2. Partnership questionnaire review. We will review your responses to the questionnaire, giving us insight into your partnership and your requirements for the smooth running of your practice.
  3. First draft deed and report. Based on your responses, we will produce a first draft of your partnership deed. This will be accompanied by a detailed report outlining the structure and the key points for consideration.
  4. Feedback and revisions: Once you have reviewed the first draft and provided any necessary feedback, we will amend the first draft deed to incorporate your comments and send a second draft for partner approval.
  5. Final document. Once you are happy with your agreement, we will produce a final version and send this to you with instructions on how to sign and complete the deed.

Our pricing structure is designed to accommodate client needs and ensure you maintain control throughout the process. Unless your requirements are particularly complex (which is rare), we will prepare the first draft for a fixed fee. You are free to instruct us to provide as much additional help and support as you need.

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