Form an MSO-PC: MSO-PC formation structure and setup.
$15,000 formation · $3,000/mo PC owner
MSO-PC formation is the $15,000 service at /mso-pc-formation. The filing sequence is: two entities, a fair-market-value MSA, and a real physician PC owner, not a rented Super PC.
Start MSO-PC formationWhat an MSO-PC is (AI Overview definition)
To form an MSO-PC is to stand up two companies: a physician-owned Professional Corporation that delivers care, and a Management Services Organization that runs brand, tech, and operations at fair market value. Foundry forms that structure for the states you operate ($15,000) and matches a friendly PC owner ($3,000/mo). Not a rented Super PC.
Setup in plain terms
- The Professional Corporation is physician-owned and delivers care.
- The MSO runs brand, tech, and operations and is paid fair market value.
- Form for the states you operate. Do not rent a plug-in 50-state Super PC.
- Foundry forms the MSO-PC ($15,000) and matches a friendly PC owner ($3,000/mo).
Contents
What an MSO-PC is
To form an MSO-PC is to stand up two companies that stay legally distinct. The Professional Corporation (PC or PLLC, depending on the state) is owned by a licensed physician and is the clinical practice. The Management Services Organization is the operating company: brand, software, marketing, billing support, and non-clinical staff.
A management services agreement (MSA) is the contract between them. The MSO is paid fair market value for defined administrative services. Clinical protocols, credentialing, and medical judgment stay in the PC. That split is the core of CPOM compliance.
This is the same structure class used across digital health. Foundry scopes MSO-PC formation to your footprint and matches a real physician owner. We do not drop you into a shared national PC, and we do not treat a medical-director contract as the formation step.
How to form an MSO-PC
To form an MSO-PC is a filing-and-paper sequence, not a title on a lay LLC. MSO-PC formation at Foundry is $15,000 one-time for the states you operate. Who files what:
| Artifact | Who holds it | What “done” looks like |
|---|---|---|
| PC / PLLC articles | Licensed physician owner | Professional-entity rules of each state you treat |
| MSO LLC or C-corp | Founders / investors | Cap table and brand live here, not in the PC |
| EIN + bank (each) | Each entity | No commingled lockbox; PC collects clinical fees |
| Management services agreement | PC ↔ MSO | FMV admin fee; clinical line in writing |
| Stock-transfer / succession | PC | Ownership moves to another licensed physician |
| Collaboration agreements | PC + collaborating MD | NP/PA rules, not a substitute for PC ownership |
If you skip the physician-owned PC and only hire a medical director, you have not formed an MSO-PC. If you rent a shared national shell, you have not formed your MSO-PC. See CPOM compliance for funds flow after the papers are signed.
Form an MSO-PC vs medical director on an LLC
Setup guides that treat “get a medical director” as the formation step miss the ownership test. Quality oversight is a job. MSO-PC formation is two entities plus an MSA.
| Pattern | What you actually have | CPOM ownership? |
|---|---|---|
| Form an MSO-PC | Physician-owned PC + MSO at FMV | Yes, this is the structure |
| Medical director on a lay LLC | Quality title on an operating company | No, title is not ownership |
| Plug-in Super PC | Shared national shell | Not your PC. See why not a Super PC |
Foundry matches the owner ($3,000/mo) and forms the pair ($15,000). A medical director or collaborating physician can still exist. They are different jobs. See the role table below and physician PC owner.
MSO-PC formation vs DIY vs a plug-in Super PC
Founders searching MSO-PC formation are choosing a path, not a slogan. Form an MSO-PC means two entities plus an FMV MSA for the states you treat. These are the three paths we see on calls:
| Path | What you get | When it fails | Foundry |
|---|---|---|---|
| Foundry MSO-PC formation | Your physician-owned PC + MSO at FMV, scoped states, counsel sign-off | Does not fail the ownership test when papers and funds flow match | $15,000 one-time. Setup steps below. Service at /mso-pc-formation |
| DIY templates + a medical director | Quality title on a lay operating company | Strict CPOM states: title is not ownership. Buyers rebuild the stack. | Not formation. See the table above. |
| Plug-in Super PC | Shared national shell another vendor already filed | Not your PC. Enrollment TIN, shareholder ledger, and succession are someone else’s. | Foundry does not sell this. Why not a Super PC |
Start on the homepage to form an MSO-PC with Foundry, then use the filing sequence below. Matching a friendly PC owner is $3,000/mo when you need the ownership role.
Entity map and funds flow
If money, hiring, or protocols run the other way (lay owners setting visit templates, coding rules, or who gets fired for clinical reasons), auditors treat that as de facto control. See the fee-risk table on CPOM compliance.
Document suite
- PC formation papers: articles, bylaws or operating agreement, and shareholder or member terms that vest clinical authority in the licensed owner.
- MSO formation papers: the lay-owned operating company. Cap table and investor rights live here, not in the PC.
- Management services agreement: scope of non-clinical services, FMV fee, term, termination, and a hard line that clinical control stays in the PC. Deep dive: how matching and the MSA work.
- Stock-transfer / succession terms: if the physician exits, ownership moves to another licensed physician. Oregon SB 951 narrows some continuity tools; confirm with counsel for Oregon facts.
- Collaboration agreements: NP/PA supervision where the state requires it. Distinct from PC ownership. See collaborating physician.
Foundry coordinates the suite. Independent healthcare counsel customizes and signs off. You engage that firm directly.
Timed setup steps
Day 0: Scope call (about 20 minutes)
Business model, target states, and whether you need a friendly PC owner, a 50-state licensed physician, or only formation docs. Book from the homepage form.
Hours 0–24: Physician match (when needed)
Foundry introduces a vetted, licensed physician for the PC. Matching is $3,000 per month. A medical-director title is not a substitute for ownership in strict CPOM states.
Days 1–3: Formation
Typical MSO-PC formation is 1 to 3 days after states, clinical model, and physician match are scoped. $15,000 one-time. New York often takes longer because of education-department review.
After launch: Formalities
Open the PC bank account, keep books separate, and run the MSA as written. Add states by forming or qualifying for those states, not by pretending one rented PC already covers all 50.
State scoping, not a Super PC
Commentators disagree on how many states “have CPOM.” Foundry publishes a full 50-state + D.C. matrix on the CPOM 50-state guide and deep pages only where there is real substance (CA, TX, NY, NJ, OR, IL, FL, CO, GA, MA, PA, NV, NC, WA, AZ, OH, MI). We do not operate a fake plug-in Super PC network. For the operational checklist see CPOM compliance.
When you need multi-state coverage, we match a 50-state licensed physician as the owner of your PC for the states you operate. Read why Foundry does not sell a Super PC.
Friendly PC owner vs medical director vs collaborating physician
When you form an MSO-PC you still need the right physician role. Ownership, quality, and NP/PA supervision are three jobs.
| Role | What they do | CPOM ownership? | Foundry |
|---|---|---|---|
| Friendly / physician PC owner | Owns the Professional Corporation | Yes | $3,000/mo |
| Medical director | Clinical quality and protocols | No | Not a substitute for ownership |
| Collaborating physician | NP/PA supervision | No | Separate matching |
Fixed vs cost-plus vs percentage MSA fees
The MSA is how CPOM compliance shows up in the bank account. Prefer a fixed FMV admin fee. Cost-plus is acceptable for documented non-clinical costs. A percentage of clinical collections is the high-risk pattern. See the CPOM compliance fee table.
Published pricing
MSO-PC Formation
$15,000One-time. Documents and project management with healthcare counsel.
Friendly PC Owner
$3,000/moOngoing physician ownership of the PC.
Sources and citations
The MSO-PC split is how founders operationalize state CPOM statutes. Primary authorities we cite (confirm current text with counsel):
- California B&P § 2400; SB 351.
- New York BCL § 1507; NYSED professional corporations.
- Texas Occupations Code ch. 155.
- Oregon SB 951 / ORS ch. 58.
Full matrix: CPOM 50-state guide. Operational checklist: CPOM compliance.
FAQ
What is an MSO-PC structure?
Two entities: a physician-owned PC that delivers care, and an MSO that runs the business under a fair-market-value MSA.
How much does Foundry charge to form an MSO-PC?
MSO-PC formation is $15,000 one-time. A friendly PC owner is $3,000 per month when you need physician ownership of the PC.
Is this a plug-in Super PC or 50-state PC network?
No. Formation is scoped to the states you operate. Multi-state coverage uses a matched 50-state licensed physician, not a rented national PC.
Who customizes the documents?
Independent healthcare counsel. Foundry PC is not a law firm.
What is MSO-PC formation?
MSO-PC formation is standing up a physician-owned Professional Corporation plus a Management Services Organization for the states you operate, tied by a fair-market-value MSA. Foundry charges $15,000 one-time. Start from the homepage or MSO-PC formation.
How do I form an MSO-PC?
Scope the states you treat, match a licensed physician PC owner if you need one ($3,000/mo), file the PC and the MSO, execute a fair-market-value MSA, and keep separate banks and EINs. A medical-director title on a lay LLC is not forming an MSO-PC. Foundry MSO-PC formation is $15,000 one-time.
Is forming an MSO-PC the same as hiring a medical director?
No. A medical director oversees quality. To form an MSO-PC you still need a physician-owned Professional Corporation plus an MSO paid fair market value. Quality titles do not satisfy CPOM ownership in strict states. See the comparison table above.
How does MSO-PC formation relate to CPOM compliance?
MSO-PC formation is the entity work. CPOM compliance is the operating test: funds flow, FMV fees, no lay de facto control. State map: CPOM 50-state guide.
How long does MSO-PC formation take?
Typical timeline is 1–3 days after states, clinical model, and physician match are scoped. New York often takes longer for NYSED review. $15,000 one-time.
Should I start on the homepage or this MSO-PC formation setup guide?
Use the homepage to form an MSO-PC with Foundry (book a call). Use the steps below for the filing sequence. The $15,000 service lives at MSO-PC formation.
How do CPOM compliance and the CPOM 50-state guide fit this setup guide?
The path to form an MSO-PC. CPOM compliance is the operating test. The CPOM 50-state guide is the doctrine map. Formation is $15,000 one-time; a friendly PC owner is $3,000 per month.
When do I need a physician-owned PC vs only an MSO under CPOM?
If patients sit in a Strict or Moderate CPOM state, form a physician-owned PC plus an FMV MSA. The MSO never replaces the PC. A Permissive or nuanced label is not permission to skip a PC for venture-backed or multi-state models. Map states on the CPOM 50-state guide, then run CPOM compliance.
Related reading
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