Tennessee’s rules come from T.C.A. title 63, ch. 5, the Professional Corporation Act, and Board of Dentistry rules. Check the legislation tracker for pending changes.
1. CPOD status
Tier: Strict Tenn. Code Ann. § 63-5-121(a) makes it unlawful “(1) [f]or any licensed dentist to practice dentistry as an employee of any person or other entity not engaged primarily in the practice of dentistry; or (2) [f]or an owner of an active dental practice to be other than a dentist duly licensed to practice in this state.”1 Exceptions cover an employer that regularly makes dental services available to employees and services provided by a government agency, nonprofit organization, or hospital. The section dates to 1957 and was amended in 2002 and 2016.1 The practice definition itself (T.C.A. § 63-5-108) is clinical in character; the ownership mandate lives in § 63-5-121 rather than the definition.2 A 2016 amendment added § 63-5-121(c): a 501(c)(3) charitable clinic may employ or contract with dentists if the written arrangement preserves independent professional judgment.12. 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
Dental PCs and PLLCs are governed by the Tennessee Professional Corporation Act. T.C.A. § 48-101-610 permits shares to be issued only to licensed individuals, qualified partnerships, PCs, or PLLCs unless the licensing authority authorizes otherwise. Shares issued in violation are void (§ 48-101-610(a)(2), (c)).3 Board rule 0460-01-.08 requires officers and directors of dental professional corporations and PLLCs to be eligible to hold shares under § 48-101-610(d). It also confirms that any Title 63 licensee may be an employee of or contractor to a dental PC.4 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
Board rule 0460-01-.12(2) defines unprofessional conduct to include directly or indirectly offering, giving, soliciting, or receiving a fee or other consideration to or from a third party for a patient referral or in connection with the performance of professional services. That text is broader than a referral-only ban, although it does not name a percentage MSA or supply a pricing safe harbor. Section 63-5-121(a)(1) separately bars a fee-and-control package that makes the dentist the employee of a non-dental entity. 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
Dentist noncompetes in Tennessee are governed by the state’s restrictive-covenant law; Tennessee has statutory provisions specific to healthcare-provider covenants whose application to dentists you should verify with counsel before drafting. 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
Tennessee has no general DSO registration statute. It regulates DSO relationships through the professional entity and conduct rules. Rule 0460-01-.08 governs who may own, direct, and staff a dental PC or PLLC. Rule 0460-01-.12(27) prohibits interference with professional judgment and lists examples, including procedure-time mandates, treatment protocols imposed through an MSA, pressure to over- or undertreat, paid referrals, limits on clinical communications, quantitative or qualitative care restrictions, and retaliation. A dental referral service is different from a general DSO. T.C.A. § 63-5-133 requires such a service to register and disclose paid participation in advertising, and bars a participation fee based on the number of referrals or the professional fees earned. Do not convert that limited referral-service filing into a claim that every Tennessee DSO registers. The employer-clinic exception in § 63-5-121(a) permits an employer to make dental services regularly available to its own employees. The exception is relevant to on-site employee clinics, not a consumer-facing DSO group.17. Death and transition window
Under § 63-5-121(b), the estate or agent of a deceased or substantially disabled dentist may employ dentists for up to two years until the practice is sold, disposed of, or closed.1 Build that period into the succession documents. See Plan for succession.8. Practical structuring notes
The statute reaches both the lay owner and the employed dentist. Section 63-5-121(a)(2) applies to the owner, while (a)(1) applies to a dentist employed by a nonqualifying entity. Employ each dentist through the licensee-owned PC or PLLC and keep officers and directors licensed as required by rule 0460-01-.08. Under § 48-101-610, PC shares issued to an ineligible lay owner are void.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 and where to verify
Entity formation runs through the Tennessee Secretary of State; board rules through the Tennessee Board of Dentistry; pending bills through the Tennessee General Assembly.
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.