GP Partnership Agreements: “Green Socks” Clauses

Monday 17 June 2019

“Green Socks” Clauses in GP Partnership Agreements allow a partner to be expelled on ‘no fault’ grounds.

Why might you need one?

Standard expulsion clauses in Partnership Agreements commonly provide for a partner to be expelled if they are significantly in breach of the Agreement, if they are suspended or removed from the Register, or if they become bankrupt.

However, there are many reasons why a medical practice might want to expel a partner which are not covered by standard expulsion clauses.

Examples include personality clashes, a partner who has had long periods of time off due to ill health, or a partner who is considered by the other partners not to be ‘pulling their weight’ (on say administrative or regulatory duties).

It is also possible for a partner to be under-performing in a clinical sense, without necessarily being in breach of any of the expulsion provisions.

Having an under-performing partner who can’t readily be expelled under the terms of the Agreement can sap morale amongst other partners and employees, and can severely hamper the effective running of a practice.

Are there any disadvantages to Green Socks Clauses?

The only disadvantage is if you happen to be the individual partner concerned. The worry might then be that a Green Socks Clause would be abused.

However, the risk of abuse can be reduced by ensuring that the Clause is only effective if the other partners unanimously agree, and by ensuring that the Agreement provides for some form of mediation before a partner can be expelled.

If there are already tensions within a practice then it will be very difficult to obtain the unanimous agreement necessary to have a Green Socks Clause inserted into a Partnership Agreement, if there isn’t one there already.

Are Green Socks Clauses enforceable?

The partners are of equal standing when agreeing that a Green Socks Clause should be included within a Partnership Agreement, so there is no reason why it shouldn’t be effective in law.

However, it is important to note that a partner who is being expelled under such a clause could potentially still be able to bring a claim for discrimination. Therefore it is worth seeking legal advice to explore whether taking action to expel a partner is discriminatory in some way before seeking to invoke the provision.

For example if a partner who is being expelled is advanced in years then age discrimination could be relevant, or if the partner concerned has had periods of illness it is worth exploring whether disability discrimination could be an issue.

To conclude, the existence of a Green Socks Clause can act as a powerful incentive for each partner to perform their duties and, in the event of an irretrievable breakdown in the relationship, can make it much easier to take effective action to expel them.

For more information about any of the above please contact a member of our team today.