Empowering physicians and healthcare professionals with clear, compliant legal support for governance, ownership, and contracts.
Jay helps professionals navigate complex legal requirements with precision and clarity. Whether you're structuring compensation plans, managing board responsibilities, or negotiating contracts, Jay's services are designed to protect your practice and support long-term growth.
He offer custom services and monthly retainer packages tailored to your needs.
We help you establish and maintain compliant governance structures, including:
Selecting qualified directors, officers, and business partners
Drafting board and shareholder meeting minutes
Preparing resolutions and unanimous written consents
Creating committee charters and governance policies
Structuring executive and physician compensation policies
We support ownership transitions and internal agreements with:
Drafting and reviewing purchase and sale agreements
Structuring shareholder agreements to prevent disputes
Resolving shareholder conflicts with preventive strategies
We review, draft, and negotiate key agreements that affect your operations:
Lease agreements for medical offices
Employment contracts for physicians and staff
Independent contractor agreements
Service agreements with vendors and partners
You must file Articles of Incorporation with the Secretary of State, designate licensed shareholders, and comply with the Moscone-Knox Professional Corporation Act and requirements of the applicable professional board.
No. California enforces strict CPOM laws. Only licensed professionals may own or control clinical entities. Non-clinicians may participate through a properly structured MSO.
CPOM prohibits non-physicians from influencing clinical decisions. Violations can trigger fines, clawbacks, and license issues.
If your professional medical corporation will practice under a name that is not exactly the name or surname of one or more physician shareholders plus the required corporate designation, then you will need to obtain a Fictitious Name Permit from the Medical Board of California.
Bylaws define governance rules, including director eligibility, officer roles, and voting procedures. They must comply with state law and CPOM restrictions.
Only licensed professionals in approved categories (e.g., MDs, DOs, PAs, RNs) may hold shares. Non-physicians may not exceed 49% ownership.
Ownership transfers require legal agreements, regulatory filings, and CPOM compliance. We help structure buy-sell agreements that protect both parties.
Disputes are governed by shareholder agreements and bylaws. Legal mediation and preventive structuring are key to resolution.
Yes, but only the non-clinical assets. Clinical operations must remain under physician control. MSO structures are commonly used to comply with CPOM.
Employment offers more control and stability. Contractors must meet IRS and state criteria. Misclassification risks penalties.
Key terms include duties, compensation, termination rights, non-competes, and malpractice coverage. We help tailor contracts to your practice model.
Compensation must reflect fair market value and avoid kickbacks. We help design compliant plans that align with performance and retention goals.
Yes, if structured carefully. RVU-based models must comply with Stark Law and Anti-Kickback rules.
Watch for use restrictions, renewal terms, CAM charges, and compliance with healthcare zoning. We help negotiate favorable terms.
Yes, through an MSO. The MSO must not control clinical decisions or receive percentage-based fees in certain states.
A Management Services Organization handles non-clinical operations like billing, HR, and IT. It allows non-physicians to support practices without violating CPOM.
Define scope, payment terms, termination rights, and compliance obligations. We help ensure contracts protect your practice.
Stark Law prohibits self-referrals for Medicare/Medicaid patients to entities with financial ties. Violations can trigger repayment and penalties.
It prohibits offering or receiving anything of value for referrals. Even indirect incentives can violate the law.
Regular legal reviews, proper entity structure, and clear documentation are essential. We help build preventive systems that reduce risk.

Jay Razzouk,
Attorney at Law
San Bernardino, CA 92408
Services
Business Purchase & Sale
Other
Proudly serving areas of Loma Linda, Redlands, Colton, San Bernardino County, Riverside County, Los Angeles County, Orange County, San Diego County, San Francisco Bay Area, and throughout the State of California and the broader United States as applicable.
The information provided on this website is for general informational purposes only and does not constitute legal advice. Contacting us through this site does not create an attorney-client relationship. This website may be considered attorney advertising under the rules of certain jurisdictions. Past results do not guarantee future outcomes.
© 2017--2026 Jay Razzouk, Attorney at Law