Glossary

CPOM, MSO-PC, and friendly PC glossary

Money-term definitions for healthcare founders. Each term links to the Foundry page that actually explains the product or doctrine.

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Why this glossary exists

Founders searching CPOM, MSO-PC formation, friendly PC owner, and related terms need clear definitions, not a CMS or HIPAA dictionary dump. This glossary covers the structures Foundry builds: physician-owned PCs, MSOs at fair market value, and the roles people often confuse (PC owner vs medical director vs collaborating physician). Pair it with CPOM compliance and the CPOM 50-state guide.

Key terms

CPOM

Doctrine limiting who can own and control a medical practice. Clinical care typically runs through a physician-owned Professional Corporation.

Related: /cpom/ · also: Corporate Practice of Medicine

Corporate Practice of Medicine

State-law doctrine that restricts lay ownership and control of the practice of medicine.

Related: /cpom/ · also: CPOM

MSO-PC

Management Services Organization paired with a physician-owned Professional Corporation for CPOM-compliant healthcare businesses.

Related: /mso-pc-formation · also: MSO PC structure

MSO-PC formation

Customized formation of an MSO and Professional Corporation for the states you need. Foundry charges $15,000 one-time.

Related: /mso-pc-formation · also: Form an MSO-PC

Friendly PC owner

A licensed physician who owns the Professional Corporation that delivers clinical services for a healthcare company. $3,000/mo matching.

Related: /friendly-pc-owner · also: Friendly physician PC owner

Physician PC owner

The licensed MD or DO who owns the Professional Corporation. Distinct from medical director and collaborating physician roles.

Related: /physician-pc-owner · also: PC owner physician

50-state PC owner

A multi-state licensed physician matched as PC owner for the states you operate, not a shared plug-in Super PC.

Related: /50-state-pc-owner · also: Multi-state PC owner

CPOM compliance

CPOM compliance means clinical care runs through a physician-owned Professional Corporation, the MSO is paid fair market value, and lay owners do not exercise de facto control over medicine. Includes funds flow, CCI, and the 14-step checklist.

Related: /cpom-compliance · also: Corporate practice compliance

CPOM 50-state guide

A CPOM 50-state guide explains Corporate Practice of Medicine rules across the U.S. Foundry’s guide is a 50-state + D.C. matrix plus deep pages for key states (including FL, IL, WA, AZ).

Related: /cpom/ · also: 50-state CPOM guide

Professional Corporation

Physician-owned clinical entity that delivers medical services under state professional corporation rules.

Related: /physician-pc-owner · also: PC

Management Services Organization

Company that provides non-clinical management services to a PC under a fair-market-value MSA.

Related: /mso-pc-formation · also: MSO

Management services agreement

Contract for admin, tech, and operations services between MSO and PC, priced at fair market value.

Related: /mso-pc-formation · also: MSA

Collaborating physician

Physician who collaborates with or supervises NPs/PAs under state rules. Not a substitute for PC ownership.

Related: /collaborating-physician · also: Collaborative physician

Medical director

Physician role focused on clinical quality and protocols. Distinct from friendly PC owner.

Related: /collaborating-physician · also: Clinical medical director

Fair market value

Arm's-length pricing for MSO services, not a disguised split of professional fees.

Related: /cpom-compliance · also: FMV management fee

Stock transfer restriction agreement

A stock transfer restriction (STRA) limits who may receive Professional Corporation shares so ownership stays with a licensed physician: right of first refusal, permitted transferees, successor-physician terms. Oregon SB 951 narrows allowed triggers. Pair with CPOM compliance succession, not a lay buy-sell.

Related: /cpom-compliance · also: STRA · Oregon SB 951

Super PC

Marketing term for a shared national PC shell. Foundry does not drop clients into a plug-in Super PC.

Related: /super-pc · also: Plug-in 50-state PC

Friendly PC healthcare

Using a physician-owned PC with an MSO so non-physician founders can build healthcare companies compliantly.

Related: /friendly-pc-healthcare · also: Friendly PC model

Form an MSO-PC

Stand up the MSO and PC documents for your states. Foundry formation is $15,000 one-time.

Related: / · also: MSO PC formation

Oregon SB 951

2025 Oregon law tightening MSO insider ownership and STRA triggers alongside ORS 58.375 / 58.376.

Related: /cpom/oregon · also: SB 951 Oregon CPOM

N.J.A.C. 13:35-6.16

New Jersey Board of Medical Examiners rule requiring licensed-professional ownership and control of medical practices.

Related: /cpom/new-jersey · also: New Jersey professional practice structure

Business and Professions Code 2400

California CPOM statute restricting corporate practice of medicine.

Related: /cpom/california · also: B&P 2400

De facto control

When an MSO or investors effectively control clinical decisions despite physician letterhead ownership.

Related: /cpom-compliance · also: Lay clinical control

Succession agreement

Documents that move PC ownership to another licensed physician if the owner exits.

Related: /friendly-pc-owner · also: PC owner succession

Telehealth CPOM

CPOM rules apply based on where patients are treated, not only where the company is headquartered.

Related: /cpom/ · also: CPOM for telehealth

Colorado CPOM

Moderate reading of C.R.S. § 12-240-138 (professional entities for the practice of medicine) and § 25-3-103.7 (hospital employment). Denver diligence still wants a physician-owned PC plus an FMV MSA.

Related: /cpom/colorado · also: C.R.S. 12-240-138

Georgia CPOM

Moderate reading of O.C.G.A. § 14-7-4 (professional-corporation shares) plus Composite Medical Board Rule 360-3. A Moderate label is not a waiver of CPOM compliance.

Related: /cpom/georgia · also: O.C.G.A. 14-7-4

Kansas CPOM

Moderate reading of K.S.A. 17-2712 (qualified-person shares) plus Early Detection Center. K.S.A. 65-28,134 is a narrow worksite-clinic certificate, not a startup waiver.

Related: /cpom/kansas · also: K.S.A. 17-2712

Iowa CPOM

Moderate reading of Iowa Code § 496C.7 (practice only through Iowa licensees) and § 496C.11 (voluntary share transfers). § 148.2 is a carve-out list, not a digital-health waiver.

Related: /cpom/iowa · also: Iowa Code 496C.7

Louisiana CPOM

Nuanced reading of La. R.S. 12:901 (professional medical corporations) plus R.S. 40:2198.12 (pain-clinic physician ownership). LSBME still disciplines under LAC 46:XLV.

Related: /cpom/louisiana · also: La. R.S. 12:901

Oklahoma CPOM

Limited reading of 18 O.S. § 809 (licensed owners of a domestic professional entity) plus 59 O.S. § 492 (who may practice allopathic medicine). The 2024 SB 620 foreign-entity clause is not a startup waiver.

Related: /cpom/oklahoma · also: 18 O.S. 809

Alabama CPOM

Limited reading of Ala. Code § 10A-4-3.01 (professional-corporation shares only to a qualified person) plus Ala. Admin. Code r. 540-X-9-.06 (independent medical judgment, not subject to unlicensed control).

Related: /cpom/alabama · also: 10A-4-3.01

Arkansas CPOM

Moderate reading of A.C.A. § 4-29-307 (licensed officers, directors, and shareholders; no unlicensed ownership, management, or control) plus § 4-29-309 (Board certificate of registration).

Related: /cpom/arkansas · also: A.C.A. 4-29-307

Fee splitting

Sharing professional medical fees with a lay person or entity. A percentage-of-collections MSA is the high-risk pattern. Safer CPOM compliance prices the MSO at fair market value for non-clinical services.

Related: /cpom-compliance · also: Professional fee splitting

Corporate practice of medicine enforcement

How medical boards, attorneys general, and private plaintiffs treat lay ownership or de facto control of medicine. Enforcement is state-by-state: start with the CPOM 50-state guide, then the CPOM compliance checklist.

Related: /cpom/ · also: CPOM enforcement

Professional entity

The licensed-owner vehicle that may practice a profession. For medicine that is usually a physician-owned PC or PLLC, not a lay LLC. Setup: MSO-PC structure.

Related: /mso-pc-structure · also: Professional corporation or PLLC

PC vs PLLC

A PC is a professional corporation; a PLLC is a professional limited liability company. Both can be physician-owned clinical entities. State filing rules differ (New York NYSED review is the usual delay). Foundry forms the professional entity the state actually requires as part of $15,000 MSO-PC formation.

Related: /mso-pc-formation · also: Professional corporation versus professional LLC

MSO fee patterns

How the MSO is paid: fixed fair-market-value fee (preferred), cost-plus for documented non-clinical costs, or percentage of clinical collections (high-risk fee splitting). Table lives on CPOM compliance.

Related: /cpom-compliance · also: MSA fee patterns

Medical spa CPOM

Aesthetic services that are the practice of medicine still sit in a physician-owned professional entity. The spa brand and non-clinical ops can live in the MSO. See CPOM compliance and friendly PC healthcare.

Related: /cpom-compliance · also: Med spa corporate practice

Behavioral health CPOM

Therapy, psychiatry, and ABA are still clinical care. Multi-state behavioral-health maps usually need a physician PC owner for the states treated, not a plug-in Super PC. See the CPOM 50-state guide.

Related: /cpom/ · also: Mental health CPOM

Nurse practitioner practice ownership

Whether an NP may own the clinical entity depends on the state and the service line. In strict CPOM states, the practice of medicine generally needs a physician-owned PC even when NPs lead day-to-day care. Matching a physician PC owner is $3,000/mo.

Related: /physician-pc-owner · also: NP practice ownership

AB 1415 / CHIA notice

Transaction-notice overlays, not ownership rules. California AB 1415 and Massachusetts CHIA PE reporting can require notice of MSO or private-equity deals even when the PC is already physician-owned. Short map: CPOM 50-state guide notice overlays.

Related: /cpom/ · also: California AB 1415 and Massachusetts CHIA notice

CCI

Corporate practice / control indicators: protocol ownership, credentialing, quality review, EHR access, and a dated change log that keep clinical control in the physician-owned PC after formation. Full guide: CPOM compliance.

Related: /cpom-compliance · also: Clinical-compliance infrastructure

Claim-TIN sampling

How payers check CPOM compliance without reading the MSA: they sample whether the billing TIN and group NPI belong to the physician-owned PC. A marketing MSO TIN on the claim is a fail.

Related: /cpom-compliance · also: Payer TIN sampling

MSO-PC structure

Two-entity setup: physician-owned PC delivers care; MSO runs operations at fair market value.

Related: /mso-pc-structure · also: Form an MSO-PC

Related pages

Last reviewed 2026-09-21. Foundry PC is not a law firm. General information only, not legal advice.

Foundry PC is Catalyze Care LLC d/b/a Foundry PC. Not a law firm. Not a plug-in 50-state PC network.