At sale, allocate purchase price to professional's PERSONAL goodwill (patient/client relationships) — capital gain, one level of tax.
Martin Ice Cream v. Commissioner (1998) established that personal goodwill — customer/patient/client relationships attributable to individual, not entity — can be sold separately by the professional. In a C-corp sale, this avoids double tax (only capital gain to seller). In S-corp/PLLC sales, this may qualify for §1202 QSBS treatment if C-corp restructured 5+ yrs prior. Requires no non-compete or employment agreement forcing goodwill to be entity-owned. Get valuation supporting personal-goodwill allocation (patient stickiness, referral networks).
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Practice pays $2.85M/yr premium to owner-controlled captive; captive receives tax-free (small insurance co election).
Combine a defined-benefit cash balance plan with 401(k)+profit share — total deductible contributions $400K+/yr for older owners.
Professional practice (PLLC) contracts with owner's Management LLC for admin, IP, real estate — shifts income to lower-rate entity.
Practice rents from professional's own real estate LLC — rent flows to owner tax-favored, building appreciates outside practice.
MSO owned by non-professionals contracts with PC for management — recapitalize practice with outside capital legally.
Pass-Through Entity Tax lets practice deduct 100% of state income tax federally, bypassing $10K SALT cap.
C-corp (or spouse-hired setup) can reimburse 100% of family medical expenses tax-free — bypasses 7.5% AGI floor.
Solo practitioner uses solo 401(k) with after-tax contributions + in-plan Roth conversion = $69K/yr into Roth (2024).