Indiana CPOD and DSO reference

Indiana is a strict corporate practice of dentistry (CPOD) state. The statutory definition of practicing dentistry includes employing a dentist and exercising contract-based control over clinical functions. Lay employment of a dentist is a felony.

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1. CPOD status

Tier: Strict Indiana reaches ownership through its definition of the practice of dentistry rather than a standalone ownership section. Under IC 25-14-1-23(a), a person “practices dentistry” if the person, among other things:

• (10) is the employer of a dentist who is hired to provide dental services;
• (11) directs or controls the use of dental equipment or material while it is being used to provide dental services;
• (12) directs, controls, or interferes with a dentist’s clinical judgment; or
• (13) exercises direction or control over a dentist through a written contract as to treatment selection, patient referrals, patient records, refunds, advertising content, or clinical personnel decisions.

Because unlicensed practice is a crime, a non-dentist who becomes a dentist’s employer or exercises the listed control is practicing dentistry unlawfully. IC 25-14-1-25 makes unlicensed practice a Level 6 felony, with each day a separate offense. Its separate “employ, hire, or procure” clause addresses causing an unlicensed individual to practice dentistry; the lay-employer theory instead comes from reading § 23(a)(10)‘s employer definition together with § 25’s unlicensed-practice prohibition. Statutory carve-outs permit leasing equipment and material and providing advice or assistance, so long as the person does not restrict or interfere with the dentist’s custody, control, or use of the equipment and control remains with the dentist. Insurers may enforce insurance regulations. Separately, IC 25-13-1-2 defines a “proprietor dentist” as a licensed dentist who owns and operates the office in which they practice. Hygienists are employed by dentists, not lay entities.

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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.

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3. Professional entity forms

Permitted forms: professional corporations under the Professional Corporation Act of 1983, IC 23-1.5. IC 23-1.5-2-3 authorizes PCs for enumerated professionals, including “health care professionals.” IC 23-1.5-1-8 defines that term as individuals licensed, certified, or registered by a board under IC 25-1-9-1. That provision includes the state board of dentistry, so dentists qualify. Open questions to verify with counsel: whether hygienists may co-own a dental PC under the IC 23-1.5-1-8 definition, which was not tested in the sources reviewed, and whether dentists may practice through an ordinary LLC. Indiana has no professional-LLC chapter equivalent to IC 23-1.5, so confirm LLC use against the statute and the board’s position. 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

See PC vs PLLC vs PA and Form a professional corporation.

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4. Fee structure

No Indiana statute located for this page bans percentage-of-collections management fees by name. The binding constraint is IC 25-14-1-23(a)(13). If a management services agreement (MSA) gives the manager effective direction or control over treatment, referrals, records, refunds, advertising, or clinical personnel, the manager falls within the practice-of-dentistry definition. IC 25-14-1-25 provides felony exposure. Verify the fee structure with Indiana 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.

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5. Noncompetes

No dental-specific noncompete statute was identified in this research; Indiana noncompetes are governed by general state law. Verify current Indiana 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.

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6. DSO-specific law and registration

None by name. Indiana has no DSO registration or disclosure statute. IC 25-14-1-23(a)(10)–(13) instead identifies what a non-dentist contract may not control. The effective date of clauses (10)–(13) was not verified for this page, although they appear in the code by at least the 2018 edition. Verify the date with counsel if it matters to the analysis.

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7. Death and transition window

No deceased-dentist practice-continuation provision was located in IC 25-14-1. Illinois and Kansas, by contrast, have express windows. Succession for an Indiana dental PC runs through the IC 23-1.5 entity mechanics. Verify the handling of a deceased owner’s shares with counsel.

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8. Practical structuring notes

Use the IC 25-14-1-23(a)(13) contract-control clause when drafting the MSA. Treatment selection, referrals, records, refunds, advertising content, and clinical personnel must remain with the dentist, although the statute expressly permits “advice or assistance” on those subjects. The agreement and actual operations should distinguish advice from direction. Because lay employment of dentists carries felony exposure, each dentist should be employed by the professional entity rather than the DSO. Two federal decisions are useful but historical and fact-specific. Orthodontic Affiliates, P.C. v. OrthAlliance, Inc., 210 F. Supp. 2d 1054 (N.D. Ind. 2002), read “dental office personnel” in the then-current statute as clinical staff rather than reception, bookkeeping, or other administrative staff and rejected an illegality defense where the dentist retained final control. Cohen v. Orthalliance New Image, Inc., 252 F. Supp. 2d 761 (N.D. Ind. 2003), likewise enforced a long-term management agreement after construing personnel and purchasing provisions to preserve the dentist’s final decisions. Neither is an Indiana appellate decision or a safe harbor for the current, amended statute; use them to distinguish permissible assistance from contractual direction, not to bless a national form.

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9. Verification 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

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10. Sources

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.