In an MSO-PC (Management Services Organization - Professional Corporation) model, the EMR/EHR system should be licensed to and owned by the PC (the physician-owned entity), while the MSO provides administrative, technical, and configuration support for that system. This structure is crucial for complying with the Corporate Practice of Medicine (CPOM) doctrine, which mandates that clinical decisions and patient data ownership remain under the control of licensed physicians.
Here is the breakdown of how the EMR connects to each entity:
1. The PC (Professional Corporation)
- Data Ownership: The PC must hold the license to the EMR and have exclusive ownership of, and access to, patient data.
- Clinical Control: Physicians in the PC retain ultimate authority over clinical documentation, patient records, and the clinical configuration of the software.
- Liability: The PC bears the legal responsibility for patient data, making it essential they own the contract.
2. The MSO (Management Services Organization)
- Operational Support: The MSO can provide non-clinical services, such as purchasing, IT support, software maintenance, and training.
- Role Limitation: The MSO must not control the clinical aspects of the EMR. Its access to the system should be limited to administrative functions (billing, scheduling, IT).
- BAA Requirement: Because the MSO accesses patient data during support, it must enter into a Business Associate Agreement (BAA) with the PC to ensure HIPAA compliance.
Summary of Best PracticesTo maintain compliance in an MSO-PC arrangement:
- Contractual Structure: The Master Services Agreement (MSA) between the MSO and PC must explicitly state that the PC owns the patient data.
- Fund Flow: All revenue should flow to the PC first before paying the MSO, further separating clinical operations from administrative management.
- Avoid "Over-Control": The MSO should not have the ability to dictate patient care or restrict physician access to medical records.
Disclaimer: Regulations regarding MSO-PC structures, particularly CPOM laws, vary by state and are highly technical. Consult a healthcare attorney to ensure compliance.