Prepare Yourself for Integration
Buying or selling a practice can be a long process and finalising a transaction can be a welcomed relief – finally, it’s all over. However, the completion of a sale isn’t the end of the entire process as the next part is integration. Similarly to selling or buying a practice, integration can be stressful unless both parties are well prepared. There are a few things that you need to get in order for integration to run as efficiently as possible.
The Key Supplier
The vendor will provide a list of all active commercial contracts and inform them that the business has changed hands. This is important because the suppliers need to know that a) the previous billpayer is no longer the one responsible for payment and b) the new owner is authorised to make any changes to the account. As long as the buyer has ensured that there are no major problems or discrepancies with existing suppliers or labs, it can be highly beneficial to maintain existing contracts and relationships in the short term.
HMRC needs to be informed about the business’ payroll and PAYE must be performed every month with the buyer sending relevant information to HMRC when payroll is processed. In order to do this, they will need a Government Gateway login and an employer PAYE reference number. When it comes to buying a limited company, the PAYE reference number won’t change and access to Government Gateway can be set up long before everything is finalised.
Using an outside agency to manage the payroll is an option but there are products such as Xero and Sage that can help to simplify the process for ease and convenience.
Pensions in the Workplace and Auto-enrolment
Each employer must, by law, automatically enrol their employees into a pension scheme and send all the data to the practice’s pension administrator each month. The buyer must be prepared and able to carry this out.
Access to the Building
Nobody wants to start their new venture being locked out. That’s why it’s sensible to have an extra set of keys cut and labelled – leave them in a safe space or with someone you trust. As well as this, key cards and alarm codes need to be kept in a secure location.
Access to the Electronics
It is crucial to ensure that buyers have access to all electronic systems on the premises or linked with the business. Making a list prior to completion will allow this to run more smoothly and this will include things such as:
- Website backend (everything behind the scenes)
- Website domain registrar
- Sign in for Google Ads, Microsoft Ads or similar
- Sign in for Facebook/Instagram/LinkedIn or any other relevant logins
- Telephone portal (if using voIP, or similar)
- Practice management software
- Xero, QuickBooks, or similar
- Document storage such as Dropbox, or similar
- Server login details
- Waiting room screen, if applicable
- Pension provider access.
Access to the Bank Accounts
Making payments from the company bank account is common practice, at least in the short term, if you are buying a limited company. To ensure prompt access to the business’ finances, all relevant mandates need to be pre-prepared and submitted to the bank straight away upon completion of the sale.
As part of due diligence, you should have been informed of any changes to staffing. This means you might need to replace an individual and recruiting the right person for the role means giving yourself as much time as possible, so start early. The idea of recruiting can be stressful but, fortunately, Dental Elite’s recruitment team would be honoured to help with this process.
The NHS payments in any practice will be paid via BACS transfer. This means that upon completion it’s integral to ensure that the bank details are correct so that the correct person receives the monies.
It’s important to get this ordered ahead of completion. There would be nothing worse than not being able to open on your intended first day in practice because you can’t take payment.
You may be buying a practice owner’s assets and will therefore need to amend associate contracts from the principal’s name to the new owner’s name, formally novating via a Deed, which needs to be witnessed. Alternatively, there is the option to issue the entire team with brand new contracts. Within the scope of TUPE (Transfer of Undertaking [Protection of Employment] Regulations 2006) this could be a great idea. Of course, staff contracts will automatically novate under TUPE but tidying them up after completion is good practice to ensure everyone is adequately protected.
This can be one of the most complicated parts of the entire process as the business doesn’t close to wait for completion. It means ensuring that any owed monies are paid to the right people involved. These calculations will be based on: the most recent NHS schedule, patients under treatment, up-to-date UDA performance, patients who have pre-paid for treatment, and monies already collected under patient charge revenue (later deducted from future NHS statements). This process can of course be stressful but a specialist dental accountant will be able to help.
Appointments and Scheduling
Changes to the staffing structure and daily rota can happen post-completion which must be clearly communicated to the team. It could also be advantageous for the new principal to maintain some free time in the diary to allow for last minute queries or more time to get to know staff and patients. Bering prepared reduces the risk of running late and gives the team a chance to ask questions during the day.
How are people’s holidays kept track of? This is something that needs to be discussed as part of the handover process. It’s also important to calculate whether either the buyer or vendor owes monies for any over or undertaken holiday among the team prior to completion.
You may be apprehensive about taking on a new team if you’re the buyer as generally the human race doesn’t like change and this could lead to an unwelcoming team. However, the best way to tackle these kinds of issues is to face them head on. It could be a good idea to arrange a social event in order for everyone to get to know each other in a less formal setting.
Don’t Put the Pressure on Yourself
The integration process can be just as stressful as the buying or selling process as there is a lot to get through. Many things can go wrong but being prepared and having the right kind of support can make the journey a whole lot easier.
There is support available! Dental Elite supports clients throughout their entire journey. The team are not just here to help your transaction but their aim is to also ensure that integration is stress-free. The team possess an abundance of skills and experience which ensures that they pay indisputable attention to detail and you can also go to their website and download the full integration guide – why not get a head start?