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8/9/2019 DSO Organizational Chart- By Michael W. Davis, DDS
1/1
Basic Organizational Chart of Chain Dental Clinics in the US by Michael W. Davis, DDS
DSO (Dental Service Organization)
A DSO is initially the beneficial owner of dental practices, prior to sale to ! fir". #his entity
allegedly only "anages the non$clinical aspects of the dental practices via Manage"ent
Service Agree"ents (MSA). %et, they oversee clinical prod&ction '&otas and bon&ses, controlclinic ban acco&nts, control clinic staffing, control no"inee dental clinic owners on who the
o"inee Dentist "ay b&y * sell the dental practice, dictate clinic ho&rs * staffing, and
establish * control patient s&pplies, e'&ip"ent, sched&ling, clinical protocols and
laboratories. Once p&rchased by a ! fir", they beco"e a s&bordinate "anage"ent ar" to
the ! fir". Office Managers, e"ployees of the DSO oversee the clinic operations for the DSO.
Private Equity Firm
(+eneficial Owner of Dental linics)
! fir"s are established as first lien creditor or "ezzanine financier for acco&nting p&rposes *
not -owner, to shelter profits fro" lawf&l ta/ation. #heir directors and "anagers are
responsible for every aspect of the dental clinics, which they beneficially own. #hey control
the board of directors of the DSO. #hey <i"ately select the DSO "anagers.
Patients
+eca&se of patients0 lac of e/pert infor"ation and training in the dental
profession, they are highly v&lnerable. 1n the doctor2patient relationship (a
lawf&l contract) doctors are ethically and legally re'&ired to place patient
interests above all others, incl&sive of &ndisclosed third parties (interests of
DSOs). atients are generally f&lly &naware of their doctor0s conflict of
interest. A lac of f&ll and open disclos&res, layers of conflicts of interests,
and a series of "isrepresentations f&rther co"pro"ise the patient0s standing
in the doctor2patient contract.
Nominee Dentist Owner
(#his is a sha" or fig&rehead dentist owner)
#his position is often re'&ired to circ&"vent state stat&tes on
dental clinic ownership. #hese doctors are retained for potential
dental clinic liability da"ages (ad"inistrative, civil, or cri"inal
law). %et, they wield no real power or control. #hey "ay not
freely sell what is alleged to be their asset3 the dental practice.
#hey have no control over what is alleged to be their clinic0s
finances. #hey are contract&ally obligated (via the MSA) to
retain the services of the DSO into perpet&ity. #hey are f&lly
s&bordinate as e"ployees or shell entities, to the DSO and
receive a "anage"ent fee for each clinic for which they clai"
ownership.
Emloyee !ssociate Dentists
#hese are doctor e"ployees f&lly s&bordinate
to DSO "anagers, who are often &nlicensed topractice dentistry. #his "ay or "ay not incl&de
s&bordination to a no"inee dentist owner, who
is also an e"ployee * s&bordinate of the DSO.
#hey generally have little contact with the
<i"ate Private Equity Firm"s directors. #h&s,
the ! fir" is afforded layers of liability
protection, altho&gh they are the <i"ate shot$
callers.)