Practice Buy-In Finance

Practice buy-in finance is a loan that funds an incoming partner's share of a practice: the equity, the goodwill attached to it, and the working capital already tied up in fees that are recorded but not yet billed or collected. Lenders assess the cash flow of the practice first, then the buyer's professional income, the partnership agreement and the security on offer. It is arranged either as a loan to the individual partner or as debt taken on by the practice entity, and which of the 2 you use changes the security, the serviceability and who carries the risk.

This page is for accountants, lawyers, doctors, dentists, allied health professionals and engineers being offered a share of the practice they already work in, and for the partners funding a colleague in. It sits under our wider professional services finance page, which covers what practices borrow for beyond a buy-in.

What you are actually buying

Equity in the entity. A share of the partnership, company or trust that owns the practice, carrying the rights and obligations the agreement attaches to it: voting, drawings, capital calls, restraints, and what happens when you leave. This is the part your solicitor earns their fee on, and it is also the part a lender reads before it lends against the share.

Goodwill, which is most of the price. The value of the fee base, the brand, the referral sources and the systems, above whatever the fitout and equipment are worth. Lenders treat recurring professional fee income far more favourably than retail or hospitality goodwill, because the earnings are more predictable and the client relationships more transferable. Our goodwill finance page covers how a price weighted to goodwill gets funded.

A share of the fees, and of the lockup behind them. You are buying into the income, and into the working capital cycle that carries it: work recorded, then billed, then collected. A practice with heavy lockup can be genuinely profitable and still leave a new partner short of drawings in the first year, which is why a working capital line belongs in the funding plan rather than in a conversation 6 weeks after settlement.

What you are not buying is a promise that the fee base stays. Ask how much of it belongs to the partner you are buying from, what happens to those clients when they retire, how long the handover runs, and what the agreement says about restraints. Those answers move the price and they move the lender's view of it.

How lenders assess a buy-in

The practice's cash flow comes first. A credit team wants to see that the practice services the debt out of its own earnings, after partner drawings are normalised to a market rate for the work each partner does. Fee income by client, the recurring share of it, the trend over the last few years and the lockup position all feed that assessment, and a practice whose profit is real but locked up in unbilled work gets a different answer from one that collects promptly.

Then your own professional income. Your salary or contractor income, your track record inside the practice, and your personal position: assets, liabilities, existing commitments and any property that can support the borrowing. An internal promotion reads far better than an outside buyer, because the earnings are not about to change hands and you are already part of the reason clients stay.

The partnership agreement. How a share is valued, how it can be transferred, what happens on death, disability or exit, whether the share can be mortgaged, and what restraints bind a departing partner. A lender is deciding what it could realistically do if the loan went bad, and a silent or outdated agreement is a common reason a straightforward buy-in stalls.

Security and guarantees. A share of a practice is difficult security on its own, so expect a lender to look for support: a personal guarantee, often property, and sometimes a guarantee or covenant from the practice. What is negotiable is the shape of it, joint or several, capped or uncapped, and which entities sit behind it. Settle that at the term sheet rather than at the deed stage.

The 2 structures, and the practical difference

1. A loan to the individual partner. You borrow in your own name, or through your own entity, and apply the money to buy the share. The debt sits outside the practice, so the practice's balance sheet is unchanged and the other partners are not exposed to it. You service it from your profit share, and the lender assesses your professional income and your own security. This is the usual shape where the practice already has bank debt with covenants, where the partners want borrowings kept separate, or where partners are buying in at different times on different terms.

2. A loan to the practice entity. The practice borrows and buys back or redeems the outgoing partner's share, and your stake is created inside the entity. The debt sits on the practice's balance sheet and is serviced from practice cash flow before drawings, which means every partner carries it, and it usually needs the consent of the existing lender. It can be simpler to administer, and it is common in succession deals where the practice is funding a retirement rather than an individual funding a purchase.

The practical difference is who carries the debt if you leave, whose security is at risk, whose serviceability is being used, and how the interest is treated for tax. That last one is a question for your accountant rather than for us, and it is worth asking before the structure is locked, because unwinding it afterwards is expensive. Our job is to make sure the structure your accountant and solicitor recommend is also one a lender will fund, which is the same principle we apply on every acquisition finance file.

What to have ready

• The practice's last 2 to 3 years of financials, plus current management accounts where the last set is not recent
• A fee base summary: recurring versus one off work, the spread across clients, and how long clients have been with the practice
• The lockup position: work in progress and debtor days
• The partnership or shareholder agreement, including the admission, valuation and exit clauses
• The agreed price for the share and how it was arrived at, including any valuation
• Your own position: professional income, assets and liabilities, and any property available as security
• Your contribution and where it is coming from
• The practice's ATO position, including any payment plan in place
• Your accountant and solicitor, ideally already engaged

If the practice is carrying an ATO balance, bring it up at the start rather than at credit assessment. It narrows the lender list rather than closing it, and our guide to business loans with tax debt sets out the order those files get worked in.

The timeline

From a complete application, allow 2 to 6 weeks to formal approval on most deals, then time to satisfy conditions before settlement. The credit assessment is rarely the thing that holds a buy-in up. The delays come from the partnership agreement being drafted or amended, the valuation of the share being agreed between the partners, and the existing lender's consent where the practice already carries debt. All 3 sit outside the finance process, and all 3 take longer than anyone expects.

The practical answer is to start the funding conversation while the price is still being discussed, not when the deed is ready for signature. At that point the structure can still be shaped, the contribution can still be arranged, and the lender can be chosen for the deal rather than accepted by default.

Why partners put us in the deal

Bankers first, brokers second. Rockwall was founded by two former commercial bankers. We know how credit teams assess a file, so we present a buy-in the way the person approving it will read it: the practice, the fee base, the buyer and the agreement as one case.

Access to more than 40 lenders. Through our Finsure accreditation we can take a buy-in to the major banks and to the non-bank and specialist lenders that fund goodwill and professional income.

We work alongside your accountant and solicitor. The structure is their call. Making sure it is fundable is ours, and the two conversations go much better at the same time than 6 weeks apart.

Licensed and accountable. We are MFAA members and Credit Representatives (579184, 579182 and 580433) of Finsure Finance & Insurance Pty Ltd.

Been offered a share of the practice, or funding a colleague in? Send us the practice financials and the proposed price and we will tell you what is fundable, how we would structure it and which lender we would take it to. Start with our free business purchase readiness check, or enquire now and we will come back to you. The wider picture for practices, from premises to fitout to working capital, is on our professional services finance page, and practice lending sits inside the broader commercial finance toolkit. If the practice is buying its rooms at the same time, start with buying your business premises in WA.

Your practice buy-in finance specialist

Ari Freund, co-founder. Ari is a former commercial banker and Credit Representative 580433, and he runs Rockwall's practice buy-in finance work personally. He structures the buy-in around the partnership agreement and the practice's cash flow, so the loan, the security and the drawings line up from the first month. More on the team.

Frequently asked questions

General information only, current at 9 September 2026. It does not take your circumstances into account and it is not legal, tax or accounting advice. The structure of a buy-in is a decision for you, your accountant and your solicitor. Have the partnership agreement reviewed before you sign.