Can a Tennessee PLLC mix and match health care professionals across the categories listed in § 48-249-1109(e)(1), like combining chiropractors with optometrists, or putting physicians, physician assistants, and advanced practice nurses all in one PLLC?
Plain-English summary
Tennessee Attorney General Jonathan Skrmetti answered four questions from State Senator Richard Briggs about how the Tennessee Revised Limited Liability Company Act limits who can co-own a professional limited liability company (PLLC) for health care services.
Section 48-249-1109(e)(1) lists five permitted combinations:
- (A) Optometrists and ophthalmologists
- (B) Podiatrists and physicians (excluding radiologists, pathologists, and anesthesiologists)
- (C) Doctors of chiropractic and physicians (same exclusions)
- (D) Physician assistants and physicians (same exclusions)
- (E) Advance practice nurses and physicians (same exclusions)
The question was whether you can combine across these subdivisions, e.g., putting a chiropractor and an optometrist in the same PLLC, or putting physicians plus physician assistants plus advanced practice nurses (mixing subdivisions (D) and (E)) in a single PLLC.
The AG said no. Each subdivision authorizes a discrete pairing; the statute does not let you stack them. The reason is partly textual (Tennessee AG opinions in 2003 and 2007 read the same statutory structure as a closed list of "specified combinations") and partly contextual (subsection (e)(2) calls the services rendered by each combination "related and complementary," which makes sense pair by pair but breaks down if optometrists and podiatrists are deemed "related and complementary").
There is one safety valve. Section 48-249-1109(b) lets a non-licensed person be a member or financial-rights holder of a PLLC if the licensing authority for the licensed professionals in that PLLC specifically authorizes it. The AG read this as a regulatory pathway that "could potentially enable" a cross-combination not automatically allowed under (e)(1), provided the appropriate licensing authority signs off.
The specific cross-combination Senator Briggs asked about, physicians plus physician assistants plus advanced practice nurses (subdivisions (D) and (E) together), is not automatically authorized under (e)(1).
What this means for you
If you are setting up a Tennessee health care PLLC
Map your intended ownership group onto the five lettered subdivisions in § 48-249-1109(e)(1) before you draft the operating agreement. If everyone in the ownership group fits inside one of the five pairs (and matches the radiology / pathology / anesthesiology carve-outs), you are clear. If you need to mix across subdivisions (a multi-disciplinary group with chiropractors, physicians, and APRNs, for example), you need a different structure.
Common alternatives:
- Form separate PLLCs for each authorized pair, with shared management or a common holding entity.
- Use § 48-249-1109(b) to seek written authorization from the relevant licensing authority for the specific cross-combination. Plan time and cost for that. The AG only said the regulatory pathway "probably" exists; he did not say it is fast or routine.
- Use a non-PLLC structure (a contractual joint venture, employment arrangements, or a management services organization) where ownership of the practice itself stays within an allowed combination.
If you advise health care groups on Tennessee corporate practice rules
This opinion confirms the AG's long-held reading of § 48-249-1109(e)(1) as a closed list of pairs, dating back to 2003 and 2007 opinions. The Tennessee Court of Appeals in Plastic Surgery Associates of Kingsport, Inc. v. Pastrick quoted the 2007 opinion approvingly. So the AG's reading is consistent with at least appellate dicta. The 2008 amendment that added subdivision (E) (APRNs and physicians) is the only post-2007 change to the statute and didn't disturb the pair-only structure.
The (b)-pathway is real but discretionary. If your client cannot fit into a pair, the licensing authority's specific authorization is a substantive requirement, not a paperwork formality. Get it in writing and tie the operating agreement to it.
If you are a Tennessee state licensing board considering a (b)-pathway request
The AG concluded "probably yes" on whether (b) authorizes cross-combinations the (e)(1) list does not, with the qualifier that the licensing authority would have to "specifically so authorize" the arrangement. That puts real responsibility on the boards to think through whether a proposed multi-disciplinary PLLC is consistent with each profession's scope of practice and supervisory rules. The AG did not lay out criteria, so boards developing a process should look to their own statutes and rules for governing standards.
If you are a hospital, medical group, or health system structuring an integrated practice
Many integrated-practice ownership models that work cleanly in other states (PCs or PLLCs that hold mixed clinician ownership) are constrained in Tennessee. Plan around the five-pair list or use the (b) pathway. This affects equity grants to APRNs and PAs, partnership tracks, and merger structures.
Common questions
Q: What are the five authorized combinations under § 48-249-1109(e)(1)?
A: (A) Optometrists + ophthalmologists; (B) podiatrists + physicians (no radiologists, pathologists, anesthesiologists); (C) chiropractors + physicians (same exclusions); (D) physician assistants + physicians (same exclusions); (E) advanced practice nurses + physicians (same exclusions).
Q: Can I put a chiropractor and an optometrist in the same Tennessee PLLC?
A: Not automatically. Those professionals appear in different subdivisions ((C) and (A)), and the AG read § 48-249-1109(e)(1) as not allowing cross-combinations. You could pursue authorization under § 48-249-1109(b) from the relevant licensing authorities.
Q: Can a physician, a physician assistant, and an advanced practice nurse co-own a single Tennessee PLLC?
A: Not under § 48-249-1109(e)(1) alone. That mixes subdivisions (D) and (E). The AG concluded this combination is not automatically allowed.
Q: What does "related and complementary" mean in § 48-249-1109(e)(2)?
A: The legislature said the services rendered by professionals in each authorized pair are "related and complementary to each other." The AG used this language as evidence that the statute pairs professionals deliberately, since deeming chiropractors and optometrists to be "related and complementary" would not make sense.
Q: What is the § 48-249-1109(b) workaround?
A: Section 48-249-1109(b) addresses a scenario where someone who is not licensed in the profession listed in the PLLC's articles can still be a member or financial-rights holder, if the licensing authority for the licensed professionals "specifically so authorizes." The AG concluded that the same pathway "probably" lets a licensing authority authorize a cross-combination not on the (e)(1) list.
Q: Are radiologists, pathologists, and anesthesiologists categorically excluded?
A: Yes, from the physician role in subdivisions (B), (C), (D), and (E). Those subdivisions all carve out "physicians licensed under title 63, chapter 6 or 9, except radiologists, pathologists and anesthesiologists." Subdivision (A) (optometrists + ophthalmologists) is not affected by that carve-out.
Q: Does this also apply to professional corporations?
A: A parallel statute, Tenn. Code Ann. § 48-101-610, governs professional corporations and uses the same combination structure. The 2003 and 2007 AG opinions read both statutes the same way.
Background and statutory framework
The Tennessee General Assembly built up the current health-care PLLC framework piece by piece across the 2000s. The 2002 enactment (Pub. Acts ch. 742) authorized the first two pairs (optometrists + ophthalmologists, podiatrists + physicians) for both professional corporations and PLLCs. The 2003 enactment (ch. 45) added chiropractors + physicians, and the 2005 enactment (ch. 59) added physician assistants + physicians. Also in 2005, the General Assembly enacted the Revised Limited Liability Company Act (ch. 286), which is the source of current § 48-249-1109. That Act preserved the four pairs known at the time. The 2008 enactment (ch. 747) added the fifth pair: advanced practice nurses + physicians.
The legislative history quoted by the AG includes a 2002 floor statement by Rep. Briley framing the law as enabling optometrists + ophthalmologists as "one group" and podiatrists + physicians as "another group." That framing supports a closed-list reading: each subdivision is a discrete authorized pair.
The AG also walked through Tennessee Op. Atty. Gen. 03-010 (Jan. 24, 2003) and 07-116 (Aug. 8, 2007), which read § 48-249-1109(e) and its predecessors as authorizing "certain specified combinations." The Tennessee Court of Appeals quoted that 2007 reading approvingly in Plastic Surgery Associates of Kingsport, Inc. v. Pastrick (2015).
Citations and references
Statutes:
- Tenn. Code Ann. § 48-249-1109(b) (Licensing-authority authorization pathway)
- Tenn. Code Ann. § 48-249-1109(e)(1) (Five authorized health-care professional pairs)
- Tenn. Code Ann. § 48-249-1109(e)(2) ("Related and complementary" services language)
- Tenn. Code Ann. § 48-101-610 (Professional corporation parallel)
- Tenn. Code Ann. § 48-248-401 (Pre-Revised-Act PLLC parallel)
Cases:
- Plastic Surgery Assocs. of Kingsport, Inc. v. Pastrick, No. E2014-01203-COA-R3-CV, 2015 WL 2400411 (Tenn. Ct. App. May 19, 2015) (quoting 2007 AG reading of "specified combinations")
Public Acts and prior AG opinions:
- 2002 Tenn. Pub. Acts, ch. 742 (initial two pairs)
- 2003 Tenn. Pub. Acts, ch. 45 (chiropractors + physicians)
- 2005 Tenn. Pub. Acts, ch. 59 (physician assistants + physicians)
- 2005 Tenn. Pub. Acts, ch. 286 (Tennessee Revised LLC Act)
- 2008 Tenn. Pub. Acts, ch. 747 (advanced practice nurses + physicians)
- Tenn. Op. Atty. Gen. 03-010 (Jan. 24, 2003)
- Tenn. Op. Atty. Gen. 07-116 (Aug. 8, 2007)
Source
- Landing page: https://www.tn.gov/attorneygeneral/opinions.html
- Original PDF: https://www.tn.gov/content/dam/tn/attorneygeneral/documents/ops/2026/op26-02.pdf
Original opinion text
STATE OF TENNESSEE
OFFICE OF THE ATTORNEY GENERAL
February 10, 2026
Opinion No. 26-002
Eligibility Under Tenn. Code Ann. § 48-249-1109 for Different Health Care Professionals to
be Members or Holders of Financial Rights of the Same PLLC
Question 1
Does Tenn. Code Ann. § 48-249-1109(e)(1) grant any cross-combination of professionals
listed in subdivisions (A)-(E) the right to be members or holders of financial rights of the same
PLLC?
Opinion 1
No.
Question 2
If the answer to Question 1 is "Yes," must the ownership combination of the PLLC have
at least one physician licensed under title 63, chapter 6 or 9, except radiologists, pathologists, and
anesthesiologists?
Opinion 2
Because of the answer to Question 1, this question is moot.
Question 3
If the answer to Question 1 is "No," does the language contained within Tenn. Code Ann.
§ 48-249-1109(b) allow cross-combinations if authorized by an applicable licensing authority?
Opinion 3
Probably yes.
Question 4
Does Tenn. Code Ann. § 48-249-1109(e) grant the following three health care
professionals the right to be members or holders of financial rights of the same PLLC:
a. Physicians licensed under title 63, chapter 6 or 9, except radiologists, pathologists, and
anesthesiologists;
The request raises a series of questions pertaining to which health care professionals might
be allowed to be members or holders of financial rights of the same professional limited liability
company ("PLLC"). The request is specifically concerned with statutory provisions contained in
the Tennessee Revised Limited Liability Company Act ("the Revised Act") and, primarily, Tenn.
Code Ann. § 48-249-1109(e). There, the Code addresses health care professionals that "have a
right to be members or holders of financial rights of the same PLLC," specifically outlining those
Tenn. Code Ann. § 48-249-1109(e)(1).
Broadly speaking, the request appears to seek initial clarity on how the subdivisions under
Tenn. Code Ann. § 48-249-1109(e)(1) function. That is, should the statute be read to allow for
any cross-combination of the professions in subdivisions (A)-(E), or is any combination allowed
under Tenn. Code Ann. § 48-249-1109(e)(1) limited to what is delineated within a given
subdivision? Before squarely addressing the questions that directly relate to and stem from the
resolution of this concern, we think a historical overview of this general area of the law is helpful.
Overview of Legislation Authorizing Different Health Care Professionals to Join Forces
During the 2000s, the Tennessee General Assembly passed multiple laws concerning the
rights of specific health care professionals to join forces within a single business entity. Practically
2
b. Physician assistants licensed under title 63, chapter 19, part 1; and
c. Advance practice nurses licensed under title 63, chapter 7, part 1?
Opinion 4
No.
ANALYSIS
The request raises a series of questions pertaining to which health care professionals might
be allowed to be members or holders of financial rights of the same professional limited liability
company ("PLLC"). The request is specifically concerned with statutory provisions contained in
the Tennessee Revised Limited Liability Company Act ("the Revised Act") and, primarily, Tenn.
Code Ann. § 48-249-1109(e). There, the Code addresses health care professionals that "have a
right to be members or holders of financial rights of the same PLLC," specifically outlining those
professionals as follows:
(A) Optometrists licensed under title 63, chapter 8, and ophthalmologists licensed
under title 63, chapter 6 or 9;
(B) Podiatrists licensed under title 63, chapter 3, and physicians licensed under title
63, chapter 6 or 9, except radiologists, pathologists and anesthesiologists;
(C) Doctors of chiropractic licensed under title 63, chapter 4, and physicians
licensed under title 63, chapter 6 or 9, except radiologists, pathologists and
anesthesiologists;
(D) Physician assistants licensed under title 63, chapter 19, part 1, and physicians
licensed under title 63, chapter 6 or 9, except radiologists, pathologists, and
anesthesiologists; and
(E) Advance practice nurses licensed under title 63, chapter 7, part 1, and
physicians licensed under title 63, chapter 6 or 9, except radiologists, pathologists
and anesthesiologists.
Tenn. Code Ann. § 48-249-1109(e)(1).
Broadly speaking, the request appears to seek initial clarity on how the subdivisions under
Tenn. Code Ann. § 48-249-1109(e)(1) function. That is, should the statute be read to allow for
any cross-combination of the professions in subdivisions (A)-(E), or is any combination allowed
under Tenn. Code Ann. § 48-249-1109(e)(1) limited to what is delineated within a given
subdivision? Before squarely addressing the questions that directly relate to and stem from the
resolution of this concern, we think a historical overview of this general area of the law is helpful.
Overview of Legislation Authorizing Different Health Care Professionals to Join Forces
During the 2000s, the Tennessee General Assembly passed multiple laws concerning the
rights of specific health care professionals to join forces within a single business entity. Practically
speaking, the statutory structure inherent in Tenn. Code Ann. § 48-249-1109(e)(1) originates from
In 2002, the General Assembly enacted legislation relative to professional corporations and
professional limited liability companies under Tenn. Code Ann. §§ 48-101-610 and 48-248-401,
respectively. See 2002 Tenn. Pub. Acts, ch. 742. As this Office explained the following year, the
General Assembly's 2002 enactment provided that "certain combinations" of health care
professionals had the right to form and own shares in the same professional corporation. Tenn.
Att'y Gen. Op. 03-010 (Jan. 24, 2003). And as we further observed, the legislation also allowed
As originally enacted, the combinations authorized in these contexts were limited to two.
In our 2003 guidance, we stated that the combinations then permitted under the legislation were
the following: "(1) optometrists licensed under Title 63, Chapter 8, and ophthalmologists licensed
under Title 63, Chapter 6 or 9; and (2) podiatrists licensed under Title 63, Chapter 3, and physicians
licensed under Title 63, Chapter 6 or 9 (except radiologists, pathologists, or anesthesiologists)."
Id. In the words of the 2002 enactment, the services rendered by these health care professionals
were considered "related and complementary." 2002 Tenn. Pub. Acts, ch. 742.
In the years that followed, the combinations authorized under Tenn. Code Ann. 48-101-
610 and 48-248-401 quickly expanded. In 2003, the General Assembly authorized "Doctors of
chiropractic licensed under Title 63, Chapter 4, and physicians licensed under Title 63, Chapter 6
or 9, except radiologists, pathologists, and anesthesiologists" to join forces in these contexts. 2003
Tenn. Pub. Acts, ch. 45. And in 2005, it approved the combination of "Physician assistants
licensed under Title 63, Chapter 19, Part 1, and physicians licensed under Title 63, Chapter 6 or 9,
except radiologists, pathologists, and anesthesiologists." 2005 Tenn. Pub. Acts, ch. 59.
That same year, the General Assembly also enacted the Revised Act-the statutory scheme
containing the Tennessee Code section at the center of your request. See 2005 Tenn. Pub. Acts,
professionals provided for under Tenn. Code Ann. §§ 48-101-610 and 48-248-401, and it did so
by way of a similar statutory structure. Compare id., with Tenn. Code Ann. § 48-101-610, and
and/or holders of financial rights of the same PLLC," the legislation countenanced the following
combinations of health care professionals: (1) "Optometrists licensed under Title 63, Chapter 8,
and ophthalmologists licensed under Title 63, Chapter 6 or 9"; (2) "Podiatrists licensed under Title
63, Chapter 3, and physicians licensed under Title 63, Chapter 6 or 9, except radiologists,
pathologists and anesthesiologists"; (3) "Doctors of chiropractic licensed under Title 63, Chapter
1 The legislation provided, though, that it would not take effect until January 1, 2006. 2005 Tenn. Pub. Acts, ch. 286,
§ 2.
2 We note that the decision to recognize these same combinations, particularly in relation to Tenn. Code Ann. § 48-
248-401, was touched on during the legislative process. See House Session, 104th Gen. Assem. (May 11, 2005)
(statement of Rep. McMillan) (stating that an amendment concerning this portion of the legislation was to "recognize
that we have made some changes in the past to allow certain individuals to form limited liability companies such
as physician assistants" and that the amendment was to "recognize those prior changes").
3
speaking, the statutory structure inherent in Tenn. Code Ann. § 48-249-1109(e)(1) originates from
the earliest of these laws.
In 2002, the General Assembly enacted legislation relative to professional corporations and
professional limited liability companies under Tenn. Code Ann. §§ 48-101-610 and 48-248-401,
respectively. See 2002 Tenn. Pub. Acts, ch. 742. As this Office explained the following year, the
General Assembly's 2002 enactment provided that "certain combinations" of health care
professionals had the right to form and own shares in the same professional corporation. Tenn.
Att'y Gen. Op. 03-010 (Jan. 24, 2003). And as we further observed, the legislation also allowed
these professionals to become members of a PLLC. Id.
As originally enacted, the combinations authorized in these contexts were limited to two.
In our 2003 guidance, we stated that the combinations then permitted under the legislation were
the following: "(1) optometrists licensed under Title 63, Chapter 8, and ophthalmologists licensed
under Title 63, Chapter 6 or 9; and (2) podiatrists licensed under Title 63, Chapter 3, and physicians
licensed under Title 63, Chapter 6 or 9 (except radiologists, pathologists, or anesthesiologists)."
Id. In the words of the 2002 enactment, the services rendered by these health care professionals
were considered "related and complementary." 2002 Tenn. Pub. Acts, ch. 742.
In the years that followed, the combinations authorized under Tenn. Code Ann. §§ 48-101-
610 and 48-248-401 quickly expanded. In 2003, the General Assembly authorized "Doctors of
chiropractic licensed under Title 63, Chapter 4, and physicians licensed under Title 63, Chapter 6
or 9, except radiologists, pathologists, and anesthesiologists" to join forces in these contexts. 2003
Tenn. Pub. Acts, ch. 45. And in 2005, it approved the combination of "Physician assistants
licensed under Title 63, Chapter 19, Part 1, and physicians licensed under Title 63, Chapter 6 or 9,
except radiologists, pathologists, and anesthesiologists." 2005 Tenn. Pub. Acts, ch. 59.
That same year, the General Assembly also enacted the Revised Act, the statutory scheme
containing the Tennessee Code section at the center of your request. See 2005 Tenn. Pub. Acts,
ch. 286.1
As initially enacted, the Revised Act allowed for the same combinations of health care
professionals provided for under Tenn. Code Ann. §§ 48-101-610 and 48-248-401, and it did so
by way of a similar statutory structure. Compare id., with Tenn. Code Ann. § 48-101-610, and
Tenn. Code Ann. § 48-248-401.2
Thus, insofar as it concerned the specific "right to be members
and/or holders of financial rights of the same PLLC," the legislation countenanced the following
combinations of health care professionals: (1) "Optometrists licensed under Title 63, Chapter 8,
and ophthalmologists licensed under Title 63, Chapter 6 or 9"; (2) "Podiatrists licensed under Title
63, Chapter 3, and physicians licensed under Title 63, Chapter 6 or 9, except radiologists,
pathologists and anesthesiologists"; (3) "Doctors of chiropractic licensed under Title 63, Chapter
1
The legislation provided, though, that it would not take effect until January 1, 2006. 2005 Tenn. Pub. Acts, ch. 286,
§ 2.
2
We note that the decision to recognize these same combinations, particularly in relation to Tenn. Code Ann. § 48-
248-401, was touched on during the legislative process. See House Session, 104th Gen. Assem. (May 11, 2005)
(statement of Rep. McMillan) (stating that an amendment concerning this portion of the legislation was to "recognize
that we have made some changes in the past . . . to allow certain individuals to form limited liability companies such
as physician assistants" and that the amendment was to "recognize those prior changes").
4, and physicians licensed under Title 63, Chapter 6 or 9, except radiologists, pathologists and
anesthesiologists"; and (4) "Physician assistants licensed under Title 63, Chapter 19, Part 1, and
physicians licensed under Title 63, Chapter 6 or 9, except radiologists, pathologists, and
anesthesiologists." 2005 Tenn. Pub. Acts, ch. 286.
This Office confirmed as much in the course of 2007 guidance that discussed Tenn. Code
Ann. § 48-249-1109(e). See Tenn. Att'y Gen. Op. 07-116 (Aug. 8, 2007). Indeed, when
referencing that statute, as well as the analogous statutory framework concerning professional
corporations contained in Tenn. Code Ann. § 48-101-610, we observed that both statutes provided
"that certain specified combinations of health care professionals have a right to own stock in, or
be members or holders of financial rights in, the same professional corporation or PLLC." Id.
(emphasis added); see also Plastic Surgery Assocs. of Kingsport Inc. V. Pastrick, No. E2014-
01203-COA-R3-CV, 2015 WL 2400411, at 13 (Tenn. Ct. App. May 19, 2015) (quoting our
discussion from Op. 07-116 on this point). We further specifically noted that these statutory
sections then included "four permissible combinations of specified health care professionals."
Tenn. Att'y Gen. Op. 07-116 (Aug. 8, 2007).
Although Tenn. Code Ann. § 48-249-1109 has been amended since our 2007 guidance, the
basic structure of the statute has not been altered. In fact, the sole change to Tenn. Code Ann.
§ 48-249-1109 since 2007 involved the addition of subdivision (E) to Tenn. Code Ann. § 48-249-
1109(e)(1) in 2008. See 2008 Tenn. Pub. Acts, ch. 747. And because of that change, the Revised
Act now simply contains one more combination of professionals automatically authorized to be
members or holders of financial rights of the same PLLC: "Advance practice nurses licensed under
title 63, chapter 7, part 1, and physicians licensed under title 63, chapter 6 or 9, except radiologists,
pathologists and anesthesiologists." Tenn. Code Ann. § 48-249-1109(e)(1)(E).
1. The first question we address asks whether Tenn. Code Ann. § 48-249-1109(e)(1) grants
any cross-combination of professionals listed in subdivisions (A)-(E) the right to be members or
holders of financial rights of the same PLLC. Consistent with the overview above, we are of the
opinion that it does not. As discussed, this Office has interpreted Tenn. Code Ann. § 48-249-
1109(e) to provide that "certain specified combinations of health care professionals" have a right
to be members or holders of financial rights in the same PLLC. Tenn. Att'y Gen. Op. 07-116
(Aug. 8, 2007) (emphasis added). And specifically, our past guidance reveals that we have
understood the permitted combinations to consist of those directly listed in the statutory
from the 2008 enactment adding subdivision (E) is that there are now five permissible
3 See also Tenn. Att'y Gen. Op. 03-010 (Jan. 24, 2003) (addressing analogous statutory structures in Tenn. Code Ann.
§ 48-101-610 and Tenn. Code Ann. § 48-248-401 and indicating that the combinations permitted were limited to those
respectively identified in the associated statutory subdivisions). Beyond the text, our interpretation in Op. 03-010 was
consistent with statements certain legislators made regarding how these statutory ancestors of the Revised Act were
to operate. Namely, in connection with the 2002 enactment discussed earlier, see 2002 Tenn. Pub. Acts, ch. 742,
several statements by legislators suggested that the combinations automatically allowed were exclusively those
contained within the statutory subdivisions. See, e.g., House Session, 102nd Gen. Assem. (Apr. 10, 2002) (statement
of Rep. Briley) (stating that the legislation would allow optometrists and ophthalmologists as "one group" and
podiatrists and physicians as "another group").
4
4, and physicians licensed under Title 63, Chapter 6 or 9, except radiologists, pathologists and
anesthesiologists"; and (4) "Physician assistants licensed under Title 63, Chapter 19, Part 1, and
physicians licensed under Title 63, Chapter 6 or 9, except radiologists, pathologists, and
anesthesiologists." 2005 Tenn. Pub. Acts, ch. 286.
This Office confirmed as much in the course of 2007 guidance that discussed Tenn. Code
Ann. § 48-249-1109(e). See Tenn. Att'y Gen. Op. 07-116 (Aug. 8, 2007). Indeed, when
referencing that statute, as well as the analogous statutory framework concerning professional
corporations contained in Tenn. Code Ann. § 48-101-610, we observed that both statutes provided
"that certain specified combinations of health care professionals have a right to own stock in, or
be members or holders of financial rights in, the same professional corporation or PLLC." Id.
(emphasis added); see also Plastic Surgery Assocs. of Kingsport Inc. v. Pastrick, No. E2014-
01203-COA-R3-CV, 2015 WL 2400411, at 13 (Tenn. Ct. App. May 19, 2015) (quoting our
discussion from Op. 07-116 on this point). We further specifically noted that these statutory
sections then included "four permissible combinations of specified health care professionals."
Tenn. Att'y Gen. Op. 07-116 (Aug. 8, 2007).
Although Tenn. Code Ann. § 48-249-1109 has been amended since our 2007 guidance, the
basic structure of the statute has not been altered. In fact, the sole change to Tenn. Code Ann.
§ 48-249-1109 since 2007 involved the addition of subdivision (E) to Tenn. Code Ann. § 48-249-
1109(e)(1) in 2008. See 2008 Tenn. Pub. Acts, ch. 747. And because of that change, the Revised
Act now simply contains one more combination of professionals automatically authorized to be
members or holders of financial rights of the same PLLC: "Advance practice nurses licensed under
title 63, chapter 7, part 1, and physicians licensed under title 63, chapter 6 or 9, except radiologists,
pathologists and anesthesiologists." Tenn. Code Ann. § 48-249-1109(e)(1)(E).
Consideration of the Raised Questions
1. The first question we address asks whether Tenn. Code Ann. § 48-249-1109(e)(1) grants
any cross-combination of professionals listed in subdivisions (A)-(E) the right to be members or
holders of financial rights of the same PLLC. Consistent with the overview above, we are of the
opinion that it does not. As discussed, this Office has interpreted Tenn. Code Ann. § 48-249-
1109(e) to provide that "certain specified combinations of health care professionals" have a right
to be members or holders of financial rights in the same PLLC. Tenn. Att'y Gen. Op. 07-116
(Aug. 8, 2007) (emphasis added). And specifically, our past guidance reveals that we have
understood the permitted combinations to consist of those directly listed in the statutory
subdivisions under Tenn. Code Ann. § 48-249-1109(e)(1). See id.3
The only difference resulting
from the 2008 enactment adding subdivision (E) is that there are now five permissible
3
See also Tenn. Att'y Gen. Op. 03-010 (Jan. 24, 2003) (addressing analogous statutory structures in Tenn. Code Ann.
§ 48-101-610 and Tenn. Code Ann. § 48-248-401 and indicating that the combinations permitted were limited to those
respectively identified in the associated statutory subdivisions). Beyond the text, our interpretation in Op. 03-010 was
consistent with statements certain legislators made regarding how these statutory ancestors of the Revised Act were
to operate. Namely, in connection with the 2002 enactment discussed earlier, see 2002 Tenn. Pub. Acts, ch. 742,
several statements by legislators suggested that the combinations automatically allowed were exclusively those
contained within the statutory subdivisions. See, e.g., House Session, 102nd Gen. Assem. (Apr. 10, 2002) (statement
of Rep. Briley) (stating that the legislation would allow optometrists and ophthalmologists as "one group" and
podiatrists and physicians as "another group").
combinations of health care professionals, not the "four permissible combinations" we referenced
in 2007. See id. Accordingly, we do not interpret Tenn. Code Ann. § 48-249-1109(e)(1) to grant
any cross-combination of professionals listed in subdivisions (A)-(E) the right to be members or
holders of financial rights of the same PLLC.
We believe the statutory text included in Tenn. Code Ann. § 48-249-1109(e)(2) helps to
bolster this understanding. That subsection in part provides that "[t]he services rendered by these
health care professionals are considered related and complementary to each other." Tenn. Code
Ann. § 48-249-1109(e)(2). If § 1109(e)(1) permitted cross-combinations, that would mean §
1109(e)(2) deems podiatrists and optometrists to be "related and complementary to each other."
The relative absurdity of this interpretation reinforces this Office's conclusion that Tenn. Code
Ann. § 48-249-1109(e)(1) does not itself permit cross-combination of professionals in subdivisions
(A)-(E).
5
combinations of health care professionals, not the "four permissible combinations" we referenced
in 2007. See id. Accordingly, we do not interpret Tenn. Code Ann. § 48-249-1109(e)(1) to grant
any cross-combination of professionals listed in subdivisions (A)-(E) the right to be members or
holders of financial rights of the same PLLC.
We believe the statutory text included in Tenn. Code Ann. § 48-249-1109(e)(2) helps to
bolster this understanding. That subsection in part provides that "[t]he services rendered by these
health care professionals are considered related and complementary to each other." Tenn. Code
Ann. § 48-249-1109(e)(2). If § 1109(e)(1) permitted cross-combinations, that would mean §
1109(e)(2) deems podiatrists and optometrists to be "related and complementary to each other."
The relative absurdity of this interpretation reinforces this Office's conclusion that Tenn. Code
Ann. § 48-249-1109(e)(1) does not itself permit cross-combination of professionals in subdivisions
(A)-(E).
2. The next question seeks additional guidance assuming we answer Question 1 in the
affirmative. Because we have answered Question 1 in the negative, however, Question 2 is moot.
3. The context of the next question assumes that Tenn. Code Ann. § 48-249-1109(e)(1)
does not grant any cross-combination of professionals listed in subdivisions (A)-(E) the right to be
members or holders of financial rights of the same PLLC. It asks whether the language contained
within Tenn. Code Ann. § 48-249-1109(b) nonetheless allows cross-combinations if authorized by
an applicable licensing authority.
Tennessee Code Annotated § 48-249-1109(b) does contain language signaling that the
combination of different health care professionals can be dependent upon the action of a given
licensing authority. Specifically, the provision addresses a scenario under which persons "who are
not licensed to practice a profession described in the PLLC's articles in this state" may nonetheless
be members or holders of financial rights of the PLLC. Tenn. Code Ann. § 48-249-1109(b). And
the provision makes clear that, under its terms, this may occur only "if the licensing authority that
licenses the professionals who are members or holders of such a PLLC specifically so authorizes."
Id.
So, even if a particular combination of health care professionals is not automatically allowed
under Tenn. Code Ann. § 48-249-1109(e)(1), there is a regulatory pathway that could potentially
enable that combination to be members or holders of financial rights of the same PLLC.
4. In closing, we address the question of whether Tenn. Code Ann. § 48-249-1109(e) grants
the following three health care professionals the right to be members or holders of financial rights
of the same PLLC: physicians licensed under title 63, chapter 6 or 9, except radiologists,
pathologists, and anesthesiologists; physician assistants licensed under title 63, chapter 19, part 1;
and advance practice nurses licensed under title 63, chapter 7, part 1.
As we discussed in response to Question 1, we do not interpret Tenn. Code Ann. § 48-249-
1109(e)(1) as granting any cross-combination of professionals listed in subdivisions (A)-(E) the
right to be members or holders of financial rights of the same PLLC. A full complement of the
health care professionals at the center of this question would necessarily involve a cross-
combination of the professionals mentioned in subdivisions (D) and (E), which § 1109(e)(1) does
JONATHAN SKRMETTI
425 Rep. John Lewis Way North
6
combination of the professionals mentioned in subdivisions (D) and (E), which § 1109(e)(1) does
not permit.
JONATHAN SKRMETTI
Attorney General and Reporter
JAMES P. URBAN
Senior Deputy Attorney General
MATTHEW KERNODLE
Assistant Attorney General
Requested by:
The Honorable Richard Briggs
State Senator
425 Rep. John Lewis Way North
Nashville, Tennessee 37243