Minnesota’s rules come from Minn. Stat. ch. 150A and the Professional Firms Act. Check the legislation tracker for pending changes.
1. CPOD status
Tier: Strict- Minn. Stat. § 150A.05, subd. 1(2): a person is deemed to be practicing dentistry who “is a manager, proprietor, operator or conductor of a place where dental operations are performed.” Operating a dental office without a dental license is therefore unlicensed practice.
- Minn. Stat. § 150A.11, subd. 1: it is unlawful to practice dentistry under the name of a corporation or company. Corporations may not practice dentistry, hold out as entitled to practice, furnish dental services, or advertise that they own a dental office or can furnish dental service, subject to exceptions that include dentists incorporating under the Minnesota Professional Firms Act (ch. 319B) and other lawful organizational and contracting forms. The same subdivision makes it unlawful “to enable an unlicensed person to practice dentistry.”
- Minn. Stat. § 150A.12: violations are a gross misdemeanor punishable by a fine up to $$3,000, up to 364 days, or both.
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 forms: professional firms under the Minnesota Professional Firms Act, Minn. Stat. ch. 319B, which overlays the corporation, LLC, and partnership statutes. “Professional services” includes “dentistry and dental hygiene under sections 150A.01 to 150A.12” (§ 319B.02, subd. 19). Ownership (§ 319B.07, subd. 1): interests may be held only by licensed, non-disqualified professionals, qualifying professional entities, voting trusts and ESOPs with licensed trustees, and a surviving spouse of a deceased sole-owner professional for up to one year after death. A revoked or suspended licensee immediately loses governance authority (§ 319B.09, subd. 1(d)). Hygienist equity: Section 319B.02, subd. 19 lists “dentistry and dental hygiene” as one professional-services category, and § 319B.07 requires licensure in “at least one category of the pertinent professional services.” The text may permit a licensed hygienist to hold equity in a dental firm. The Board of Dentistry’s position was not verified; confirm it with counsel. 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
Minn. Stat. § 150A.11, subd. 4 is referral-linked. It prohibits a dentist from dividing fees with or paying a commission to a dentist or other person who calls the dentist in consultation or sends patients for treatment. It does not, by its text, categorically ban every percentage-of-collections MSA. A revenue-linked fee still needs analysis where the manager markets, consults, or generates patients, and the independent § 150A.05 proprietor clause remains the larger structural risk. Flat and cost-plus fees are conservative, but distinguish that recommendation from the statute’s literal scope. 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 in this research; Minnesota noncompetes are governed by general state employment law, which moved substantially in recent years. Verify current Minnesota 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. No dental support organization registration or management-agreement statute exists in ch. 150A or elsewhere located for this page. Minnesota’s 2023 health care transaction-review law (Minn. Stat. ch. 145D, enacted 2023, amended 2024) does not reach dentistry on its face. Section 145D.01 defines “health care provider” as physicians, physician assistants, and APRNs only. The “collaborative practice” provisions at § 150A.10, subds. 1a and 2a address the scope of practice for hygienists and licensed dental assistants in community settings, not ownership or management.7. Death and transition window
§ 319B.07, subd. 1: the surviving spouse of a deceased sole-owner professional may hold the ownership interest for up to one year after death (governance parallel at § 319B.09, subd. 1(a)(2)). No separate continuation provision appears in ch. 150A.8. Practical structuring notes
Minnesota’s proprietor clause applies to actual operations. A manager that conducts the office in substance may be practicing dentistry regardless of who signs the charts. Compare the MSA’s authority allocations with § 150A.05, subd. 1(2). If the manager also refers or sends patients, analyze the fee under § 150A.11, subd. 4. A ch. 319B firm should remain the owner of record under genuine licensed control. The one-year surviving-spouse period also warrants a sale process planned in advance.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
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.