Delaware’s rules come from Title 24, chapter 11 and Board of Dentistry and Dental Hygiene regulation. Check the legislation tracker for pending changes.
1. CPOD status
Tier: Strict, based on a proprietor clause and an express all-dentist ownership rule for trade-name facilities. The doctrine appears in the practice definition. Under 24 Del. C. § 1101(15), a person “is regarded as practicing dentistry who is a manager, proprietor, operator, or conductor of a place for performing dental operations.” Section 1171 reinforces that rule: a dental facility may use a trade name only where the advertisement carries the proper name of one of the owners, “all of whom must be dentists.” Section 1178 prohibits unlicensed practice, and § 1172 prohibits employing an unlicensed person to perform dental operations or permitting unlicensed practice in one’s office. Industry commentary sometimes characterizes Delaware as allowing “structured non-dentist participation.” That description refers to management arrangements, not proprietorship. No Delaware case law, board guidance, or attorney general opinion enforcing CPOD against a management company was located in this research. That is an absence of located authority, not affirmative permission. Verify the enforcement posture with counsel.2. Other professions
This page covers dentistry only. Medicine, optometry, veterinary practice, and other professions are governed by different statutes and boards, even within the same state. For medical-practice sources, use the MSO-PC Wiki.3. Professional entity forms
Permitted form: professional service corporations under the Delaware Professional Service Corporation Act, 8 Del. C. ch. 6 (§§ 601–619); § 603 lists “doctors of dentistry” among covered professions, and shareholders must be individuals licensed to render the same professional service. Delaware LLCs (6 Del. C. ch. 18) are commonly used, but the LLC Act contains no professional-licensure ownership screen. Analyze any LLC structure under § 1101(15) and § 1171 and verify it with counsel. Hygienists and physicians: no authorizing provision was found; § 1171’s all-owners-must-be-dentists rule governs trade-name facilities. Also confirm before filing:- Naming rules, designator requirements, and any limits tied to licensed owners’ names; several states regulate dental trade names separately
- Board pre-approval or certificates, whether the dental board must act before (or after) the secretary of state will file
- Officer and director licensure, including states that restrict these roles as well as ownership to licensees
4. Fee structure
No Delaware statute or rule banning percentage management fees for dental support was located in this research. The constraint is § 1101(15): a fee-and-control package that makes the DSO the effective “manager … or operator” of the office is the unlicensed practice of dentistry. Verify structure with counsel. For the MSA, test whether a percentage-of-collections fee is permitted under the state’s dental, fee-splitting, referral, tax, and contract rules. Several states expressly restrict revenue-linked dental management fees, and the Aspen Dental settlements imposed related party-specific terms. Flat and cost-plus formulas are not automatic safe harbors; the services, calculation, amount, control rights, and actual payments still matter. See Fee-splitting rules and Set the management fee.5. Noncompetes
No dental-specific noncompete statute was identified for this page. Verify current Delaware law with counsel before including one. Federal noncompete policy changed substantially in 2025 and 2026. The FTC’s Non-Compete Rule was vacated, the agency dismissed its appeals in September 2025, and the rule was removed from 16 C.F.R. pt. 910 effective February 12, 2026. State law remains central. Dental enforcement resolutions in New York and California have also restricted noncompetes for the settling parties as a corporate-practice remedy. Verify the current rule, worker, agreement type, transaction context, effective date, and remedy in this state. See the legislation tracker.6. DSO-specific law and registration
None identified. No Delaware DSO registration, disclosure, or dental-management-agreement statute was found, and no 2023–2026 Delaware legislation on corporate dentistry, DSOs, or private equity in dental practice was identified. See Register a DSO for the states that do impose filings.7. Death and transition
For a professional corporation, the estate may hold a deceased shareholder’s stock for a reasonable period of administration but may not participate in professional-service decisions (8 Del. C. § 610). All shares must be transferred to the corporation or a qualified owner within 375 days after death; otherwise the corporation must redeem them (§ 616). Confirm whether any non-PC practice form has a different succession rule.8. Practical structuring notes
- Delaware formation does not displace dental law. A Delaware entity operating a practice in another state must satisfy that state’s CPOD rules, and formation in Delaware provides no exemption from Delaware’s own dental rules.
- Under the trade-name rule (§ 1171), every owner identified behind the brand must be a dentist.
- The absence of located enforcement authority does not establish a compliant structure. Draft Delaware arrangements to the statutory proprietor rule rather than treating the state as permissive by default.
9. The standing checklist
- Confirmed the permitted entity form for dentistry in this state
- Confirmed whether dental board pre-approval or a certificate is required before filing
- Confirmed whether officers and directors must be licensed dentists
- Confirmed the management fee structure is lawful here, including any restriction on revenue-linked fees
- Clinical carve-out drafted against this state’s current statutory language, including any enumerated control prohibitions
- Transfer restriction and succession documents checked against this state’s death-transition window
- Noncompete provisions checked against current state law
- DSO foreign-qualified before it has employees here
- Any DSO registration, licensure, or disclosure obligation identified and calendared
- Trade-name and advertising-disclosure rules for dental practices checked
10. Sources and where to verify
For the cases and statutes referenced above, see DSO & dental case law and the 51-jurisdiction table. For enacted and pending legislation, see the dental legislation tracker.