Clinics, med spas and longevity medicine
Who may own the clinic, who may perform the procedure and under whose supervision, and what the advertising may say. In North Carolina those questions are answered by three different boards, and a structure that satisfies one can still fail another.
A clinic is a different problem from a platform. There is a physical site, staff performing procedures on people, devices with maintenance records, a medical director whose name sits on the protocols, and memberships that bill every month whether anyone comes in or not. The legal questions follow the operation rather than the technology, and in North Carolina they are answered by three separate bodies: the Medical Board, the Board of Nursing and the Board of Cosmetic Art Examiners, each inside its own jurisdiction and none of them obliged to reach the same answer as the others.
Nothing on this page says what any therapy does, or whether it is appropriate for anyone. Those are medical questions and they belong to a clinician. What is set out here is the regulatory position: who may hold the equity, who may perform which procedure and under whose supervision, what a management agreement can and cannot cover, and what the marketing may claim.
David P. Sheehan is admitted in North Carolina and Virginia. Where a clinic operates or intends to operate in another state, counsel admitted there is brought in. DPS Law scopes the work, selects co-counsel and stays the point of contact.
What the engagement covers
Who may own a clinic in North Carolina
A business providing medical services is practicing medicine. The Medical Board’s position statement on the corporate practice of medicine, adopted March 2016 and amended September 2025, is that such a business must be owned in its entirety by holders of active North Carolina licenses, or by one of the combinations G.S. 55B-14 permits, with recognized exceptions for hospitals and hospital-owned practices, health maintenance organizations, public health clinics and charitable nonprofits. Nothing in that list is an investor. Under G.S. 55B-4 every share must be held by a licensee except as G.S. 55B-6 allows, at least one director and one officer must be a licensee, and the articles must carry the licensing board’s certification that the ownership complies. The 55B-6 exception letting non-licensed employees hold up to a third of the shares runs only to the professions in Chapters 83A, 89A, 89C, 89E and 89F. It does not reach medicine. An issuance or transfer in violation of the section is void.
Physician, nurse practitioner and physician assistant co-ownership
G.S. 55B-14(a) confines a professional corporation to one type of professional service. Subsection (c) then lists the combinations the legislature has allowed, and two of them matter here: (c)(3) permits a corporation formed by a physician and a physician assistant, and (c)(5) permits a physician together with any combination of a nurse practitioner, certified nurse midwife or certified clinical specialist in psychiatric and mental health nursing, to render medical and related services each is licensed to provide. That is the route for a clinic whose founding team is a physician and an advanced practice provider. It is not a route for a lay investor, and the same limits reach a professional limited liability company through G.S. 57D-2-02.
Supervision and delegation of clinical procedures
The Medical Board treats the revision, destruction, incision or other structural alteration of human tissue by laser as surgery. Its laser surgery position statement, adopted July 1999 and amended May 2021, permits delegation to a properly trained person under physician supervision, preferably on site, and for laser hair and tattoo removal specifically expects the supervising physician to be on site or readily available, with what counts as readily available turning on the device, the anatomic site, the training of the operator, the use of topical anesthetics and the quality of the protocols, expects the patient to be examined by a physician, physician assistant or nurse practitioner before a first laser hair or tattoo removal treatment, and expects an FDA-approved device absent an institutional review board protocol. The Board of Nursing’s position statement on cosmetic and aesthetic dermatological procedures separately allows a registered nurse or licensed practical nurse to perform them when ordered or prescribed by a provider with prescriptive authority acting within their own scope, and only where the criteria that statement sets out are met: documented education and training, validated competency, written protocols and provision for emergencies. Written protocols, documented training and a named supervising clinician are what make the chain provable a year later.
Where the medical entity stops and the spa begins
Most med spas sell two things at once. Skin care within the Cosmetic Art Act at Chapter 88B is licensed by the Board of Cosmetic Art Examiners and can be delivered by an ordinary company. Injectables, prescription therapies and procedures that alter tissue are the practice of medicine and cannot. Running both through one entity is the common structural error, because it puts non-clinical ownership on top of clinical services. The usual answer is two entities, a written allocation of staff, space, records and revenue between them, and a service list that decides which side each item sits on before a board has to decide it.
Medical director agreements
This is where a clinic’s supervision chain either exists on paper or does not. What the agreement has to fix: which procedures the director has approved, the protocols they attest to, how often charts are reviewed, how they are reached during a procedure, what happens on termination, and who holds the medical records. Compensation needs its own attention. The Medical Board’s position statement on referral fees and fee splitting, adopted November 1993 and amended September 2021, treats revenue sharing on a percentage basis between a licensee and a non-licensee as fee splitting unless state law permits it. A stipend for defined duties at fair market value, documented before it is paid, is the ordinary alternative.
Management services agreements for a clinic group
Where non-clinical capital is involved, the economics move to a management company and the agreement carries the structure: scope of services, term, termination, ownership of records and equipment, how the fee is calculated, and what the clinical entity keeps control of. The same fee-splitting position applies to the management fee itself. Worth settling early: which entity holds the leases and the device contracts, what happens to them if the clinical owner leaves, and what transfer restrictions bind the clinical shares, since an issuance or transfer in violation of G.S. 55B-6 is void rather than merely disputed.
Programs that depend on a compounding pharmacy
A longevity or hormone program can only offer what a pharmacy may lawfully prepare. Under section 503A of the Federal Food, Drug, and Cosmetic Act a bulk drug substance is eligible only if it meets an applicable USP or National Formulary monograph, is a component of an approved drug, or appears on the FDA’s 503A bulks list (21 U.S.C. 353a(b)(1)(A)(i)). A 503B outsourcing facility may supply office stock without a patient-specific prescription, but it compounds under current good manufacturing practice and may use a bulk substance only where the FDA has identified a clinical need for it or the drug is on the shortage list. The peptide position moved twice this year: in April 2026 the FDA announced that twelve substances would come out of Category 2 of its interim bulks policy, and the Pharmacy Compounding Advisory Committee recommended six of them for the 503A list on 23 and 24 July 2026. Neither step adds a substance to the list, which takes notice-and-comment rulemaking, not complete as of August 2026. The supply agreement, the prescribing protocol and the record trail are built on where a substance actually sits.
Advertising, before-and-after images and testimonials
Everything a clinic publishes is advertising, including what a management company publishes on its behalf. The Medical Board’s position is that deceptive, false or misleading advertising is unprofessional conduct, that advertising includes online communication put out by or at the direction of a licensee, that material facts cannot be omitted, and that a licensee should be prepared to substantiate what an advertisement claims. Where the claim is a health claim, the FTC’s Health Products Compliance Guidance, issued December 2022, looks for competent and reliable scientific evidence, generally randomized controlled human testing; animal or in vitro work and customer surveys do not carry a health claim on their own. Substantiation is held before publication, not assembled after a letter arrives.
Memberships, packages and prepaid treatment plans
Recurring billing is where a clinical practice meets consumer law. North Carolina’s automatic renewal statute at G.S. 75-41 requires the renewal clause and the means of canceling to be disclosed clearly and conspicuously, and where the automatic renewal period itself runs longer than sixty days it adds a written notice to the consumer at least fifteen but no more than forty-five days before the renewal date. A violation renders the automatic renewal clause void and unenforceable. Prepaid packages raise a separate question about the unused balance when a patient stops treatment or the clinic closes, and that is cheaper to answer in the terms than in a refund dispute.
Additional sites, capital and clinician equity
A second location multiplies every question above and adds new ones: how the clinical entity is owned across a group, what an acquirer is actually buying when it buys a clinic, and how a founding clinician is given equity that survives their departure. Where outside money is involved, diligence usually opens with the ownership documents and the medical director agreements, which is a reasonable argument for having both in order before the raise rather than during it. The firm’s capital raise work runs alongside this rather than after it.
How the engagement runs
- 01
Service list and structure diagnosticEvery service the clinic offers, sorted by which board reaches it and which entity may hold it.
- 02
Ownership and agreementsEntities formed or corrected, medical director and management agreements drafted, transfer restrictions set.
- 03
Protocols, records and termsSupervision protocols, training and device records, pharmacy agreements, membership and package terms.
- 04
Advertising review, then ongoingThe live copy read against what can be substantiated, and reviewed again as the service list grows.
There is a worked example of that sequence — an illustrative composite of a single-site med spa built inside one entity, and what separating it involves. It is a composite rather than a client matter, and it is labeled as one.
Common questions
Can I own a med spa in North Carolina if I am not a physician?
You can own the part of it that is not the practice of medicine. Skin care services licensed under the Cosmetic Art Act at Chapter 88B can sit in an ordinary company. Injectables, prescription therapies and procedures that alter tissue cannot: the Medical Board’s position, amended September 2025, is that a business practicing medicine in North Carolina must be owned in its entirety by holders of active North Carolina licenses, or by one of the combinations G.S. 55B-14 permits. What a non-licensee can own is a management company contracting with the clinical entity for the non-clinical side on arm’s-length terms. Where that line falls for a particular service list is the first thing to work out, and it is worth doing before the lease is signed.
Can a nurse practitioner or a physician assistant be an owner?
Alongside a physician, within the combinations G.S. 55B-14(c) allows. Subsection (c)(3) covers a physician and a physician assistant. Subsection (c)(5) covers a physician with a nurse practitioner, certified nurse midwife or certified clinical specialist in psychiatric and mental health nursing. Those are specific statutory combinations rather than a general permission, so the exact composition of the ownership is what decides the answer.
Do we still need a medical director if a nurse practitioner runs the clinic day to day?
That turns on the services offered and on which board’s rules reach them, and it is a question to answer with the actual service list in front of you rather than in the abstract. What does not vary is that the supervision arrangement has to exist in writing before the procedure rather than be reconstructed after a complaint: approved protocols, documented training, a named clinician, and a record of how that clinician was reached.
Can we advertise a peptide or hormone program by name?
The question is what the advertisement claims, not what it names. A health claim needs substantiation held before publication; the FTC’s December 2022 guidance generally looks for randomized controlled human testing, and the Medical Board treats misleading advertising as unprofessional conduct and expects a licensee to be able to substantiate what is said. Whether a particular substance may lawfully be compounded at all is a separate question, answered by section 503A and the bulks list rather than by the marketing plan. The firm reviews the copy against both. Nothing here says what any therapy does, or whether it is appropriate for anyone. Those are medical questions and they belong to a clinician.
We are buying an existing med spa. What is worth checking first?
Who holds the clinical equity and whether the licensing board certification is current; the medical director agreement and whether it matches what happens on site; the supervision protocols and training records for each procedure offered; the device records; the pharmacy agreements; the membership and package terms; and the advertising that is live today. Several of those are fixable before closing and considerably more expensive afterwards.
We are raising money for a clinic group. Where does this fit?
In front of the raise. Diligence on a clinical business tends to open with the ownership documents and the management agreement, and a structure that has to be rebuilt mid-process costs time at the point where time is expensive. Structuring and raise support are usually run as a single engagement for that reason.
Med spa and aesthetic clinic owners, longevity and hormone practices, physicians and advanced practice providers going into business together, non-clinical owners structuring around a clinical entity, and buyers of an existing clinic.
Scoped and fixed for structuring and the agreement set. Advertising and protocol review on a defined retainer.
A scoped call on what this actually needs, before anything is drafted.
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