GP partnership disputes and partner exits

When GP partners fall out, the first useful thing a solicitor can do is read the partnership deed and tell you where you stand. I do that, and where the partners are willing to agree terms I negotiate the exit and draft the retirement deed. I should say that I don’t run contested disputes myself, so if yours can’t be settled by agreement I’ll introduce you to a colleague at Nexa Law who does that work every day.

What partners usually fall out about

Money is the most common cause, whether that’s profit shares that no longer match who does the work, a partner who has cut their sessions without the share being adjusted, or an argument about outside income. Performance and conduct come close behind, for instance where a partner isn’t carrying their share of the clinical load or staff have complained about a partner’s behaviour.

Exits are another cause, where a partner wants to retire earlier than the deed allows, or the others want someone to go and aren’t sure they have the power to make them. There are also disagreements about direction, such as whether to merge, take on a new partner or sell the building.

Most of these have been building for a long time before anyone takes advice, and by then people have often said things in emails and partners’ meetings which make it harder to settle, so the sooner you get advice the better.

What I can do at the start

I start by reviewing the deed, which will normally say how a partner retires and on what notice, whether and how a partner can be expelled, how the outgoing partner’s share is valued and paid, what restrictions bind them afterwards, and how disputes are to be resolved. Many deeds send disputes to arbitration or an expert and not to court, which affects both cost and tactics. I’ll then give you a written view of your position and your realistic options.

If there’s no deed, or it was never updated when partners changed, the Partnership Act 1890 applies, which usually makes things more difficult. There’s no power to expel a partner unless one has been expressly agreed (section 25), and any partner can bring the partnership to an end by notice (section 26). In a GP practice a dissolution threatens the GMS contract itself, so every partner has a strong reason to reach terms, although each of them is also able to take a step which could damage all of them.

I can act for the practice (in effect the continuing partners) or for an individual partner, but not both.

Negotiating an exit

Most disputes between GP partners end with someone leaving, and if that can be agreed I negotiate the terms and draft the retirement or settlement deed. The deed covers the leaving date and what the partner does until then, the payment of their capital and their share of profits, their interest in the premises, indemnities for partnership liabilities, patient and staff handover, what each side may say about the departure, and any restrictions afterwards.

There’s a limit on what can be paid that doesn’t apply to other businesses. A payment to a retiring GP partner has to be for their share of past earnings, the partnership assets and the final settling of accounts. A payment for goodwill is unlawful under section 259 of the National Health Service Act 2006, so a larger sum can’t simply be added to persuade a partner to leave.

The practice also has to deal with the commissioner about the change in the partners on the contract, and if the leaver owns part of the building there’s property work as well. Once the exit is done, the remaining partners generally need a new partnership agreement, which I can draft.

If it can’t be agreed

If negotiation doesn’t work, the dispute needs a solicitor who deals with partnership litigation and arbitration all the time. I don’t represent clients at mediation, in arbitration or in court.

Instead I work out who at Nexa is the right person for your dispute, taking into account what it needs, their capacity and their pricing, and introduce you. I’ll pass on the deed, my notes and the correspondence so that you’re not paying to start again. That colleague then runs the matter and quotes their own fee. Like me, they’re a consultant solicitor at Nexa Law Limited, which is authorised and regulated by the Solicitors Regulation Authority. There’s more about the Nexa colleagues I refer to on a separate page, and my general page on shareholder and partnership disputes explains the same approach outside healthcare.

What it costs

My own work here is on a fixed fee, agreed in writing before I start. Reviewing the deed and advising on your position is quoted once I’ve seen the documents. Negotiating an agreed exit and drafting the retirement deed is typically £3,000 to £5,000 plus VAT, and more if there are several partners or property to deal with. I can’t quote for contested work as I don’t do it, and the colleague who takes it on will give you their own figures.

Next steps

If you get in touch and send me the partnership deed, if there is one, with a short account of what’s happened, I’ll tell you what I can do, what it will cost, and whether it’s really a matter for a colleague from the outset. Anything you send me is confidential.