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Set the scope and control access
A dental practice due diligence checklist should identify the question, the supporting document, the reviewer and the unresolved issue. Agree the scope with your lawyer, accountant, lender and other relevant professionals before relying on a seller summary. The work should reflect the actual practice, proposed transaction structure and permitted access.
Use authorized, secure disclosure channels. Start with aggregated operational information where appropriate. Patient and employee information require particular care; ask the responsible advisers what may be shared, with whom and under which safeguards. This guide does not authorize access to private records.
Financial records and normalized performance
Request representative financial statements and supporting management, collections and production reports through the agreed process. Have your accountant reconcile differences in reporting periods and definitions. Ask how receivables, adjustments, refunds, provider payments and unusual expenses affect the figures being presented.
For proposed earnings adjustments, ask what changed, why it would differ under new ownership and what evidence supports the adjustment. Clarify owner clinical compensation, associate costs and ongoing equipment requirements. Keep collections, earnings and available cash distinct rather than comparing figures on different bases.
Patients, providers and operating systems
Ask how active patients, new patients, recall and hygiene activity are defined and measured. Consider reporting periods, provider mix, scheduling patterns and the contribution of the selling dentist. An unexplained patient count cannot by itself establish transferable goodwill.
Review the systems supporting appointment booking, recall, billing, records and communication. Ask which routines depend on one person and what handover or training would be needed. Clinical, privacy and regulatory questions should be reviewed by appropriately qualified professionals, not inferred from a commercial overview.
Team, contracts and continuity
Understand staff and associate roles, working arrangements, compensation and responsibilities through authorized information release. Ask your lawyer which agreements and employment matters need review for the proposed transaction. Do not assume that existing arrangements automatically continue or that everyone will remain after closing.
Discuss the seller’s proposed involvement, provider coverage and the communication process for the team and patients. Record unanswered questions about operational leadership, systems access and transition responsibilities. Avoid direct outreach to staff or patients without the seller-authorized process.
Equipment, premises and lease
Obtain an equipment inventory and ask about condition, maintenance, ownership, leases and expected replacement. Where material, engage qualified technical reviewers rather than relying on photographs or a visit. Assess whether the layout and available capacity suit the intended operating plan.
Review the executed lease and amendments with a lawyer. Surface term, renewal options, rent obligations, assignment, landlord consent, permitted use, guarantees, restoration, exclusivity and any relocation or demolition rights. Ask who will address building, environmental or other specialist issues if the facts require them.
Resolve dependencies before relying on conclusions
Keep a written issue list linking each unanswered question to its source, responsible adviser and required next step. Reconcile the findings with the lender’s requirements, proposed agreement, landlord process and transition plan. An unanswered item should remain visible rather than being treated as cleared because other work is complete.
This checklist is educational and not exhaustive. It does not establish compliance, value, financing approval or the suitability of a purchase. Legal, accounting, tax, clinical, regulatory, environmental, building, lending and valuation diligence should be tailored by qualified professionals to the actual transaction.