Texas Medical Spa Lawyers

How to Open a Med Spa in Texas

Medical spas are growing in popularity and profitability, which is attracting new providers and investors to the market. Medical spa services, however, are closely regulated by the Texas Medical Board, the Texas Department of Licensing and Regulation, and the Texas Department of State Health Services, along with federal regulatory agencies. 

At Hendershot Cowart P.C., we help physicians, health care entrepreneurs, nurse practitioners, registered nurses (RNs), licensed vocational nurses (LVNs), and physician assistants (PAs) participate in the booming medical spa market using sustainable business models and structures that comply with applicable laws and regulations.

At Hendershot Cowart P.C., we have helped hundreds of clients throughout Texas – from Austin to Irving – set up med spa enterprises that flourish under a compliant model. Call us at (713) 783-3110 or contact us online to launch your Texas medical spa.

On This Page

• What Is a Medical Spa?
• Who Can Open a Med Spa in Texas?
• Which Med Spa Treatments Are Considered the Practice of Medicine?
• How MSOs Help Non-Physicians Participate in Med Spa Operations
• How to Open a Med Spa in Texas
• Texas Laws and Regulations Governing Med Spas
• Ready to Structure a Compliant Texas Med Spa?
• Frequently Asked Questions
• Texas Med Spa Lawyers Serving Physicians and Entrepreneurs Statewide

A medical spa or med spa is a traditional day spa combined with a medical clinic that offers non-invasive medical cosmetic procedures. While licensed estheticians can provide facials, massages, and other non-medical skin care, all medical procedures must be performed under the supervision of a licensed physician.

Because of this, medical spas are considered a medical practice and regulated by the CPOM doctrine and other healthcare-specific rules and regulations.

Our Texas med spa attorneys can help you keep your practice compliant.

Texas' corporate practice of medicine (CPOM) doctrine determines who can own a medical practice – including a med spa. Because most med spa services are considered the practice of medicine, the ownership rules that apply to physician practices apply here as well. Here is what the law allows for each type of participant.

Physicians (MDs and DOs)

Licensed Texas physicians can own 100% of a medical spa practice. The physician owner is responsible for all clinical services, supervises any mid-level providers performing medical procedures, and maintains ultimate authority over clinical decisions. Physicians may open a solo aesthetic practice or partner with other physicians in a group practice structure.

Physician Assistants

The Texas Occupations Code expressly states that a PA is the agent of his or her supervising physician for any medical services that are delegated, and further limits a PA’s scope of practice to the provision of medical services delegated by a supervising physician at a location authorized by the supervising physician. PAs are therefore incapable of independently practicing or owning a medical practice of any kind. 

However, physician assistants may hold minority ownership stakes in a Texas med spa. At least one licensed physician must maintain majority ownership and control. PAs cannot be the sole owner or majority owner of a medical practice entity, but they can be structured as minority partners with a compliant ownership arrangement and a prescriptive authority agreement that meets Texas Medical Board requirements. 

Alternatively, PAs can own and operate a management services organization (MSO) that manages the non-clinical operations of a physician-owned med spa. Under this structure, the PA owns the MSO, handles all business and administrative functions, and participates in the profits of the enterprise – while the physician maintains full clinical authority and supervision over all medical services.

Nurse Practitioners and Advanced Practice Registered Nurses

The Texas Occupations Code permits a nurse to perform core nursing functions without delegation from or supervision by a physician. Accordingly, APRNs are capable of independently operating a professional entity for the purpose of delivering nursing services. 

Since there are various categories of APRNs, the individual APRN would be limited by their role or population focus area for which the APRN has been licensed. To operate a medical spa, the APRN would need prescriptive authority for the purpose of ordering prescription drugs and the use of prescriptive medical devices. Prescriptive authority is delegated by a supervising physician. This is commonly referred to as the medical director model.  

Alternatively, the APRN can own and operate an MSO that manages the non-clinical operations of a physician-owned med spa. The key compliance requirement is that the MSO may not direct, control, or influence the physician's clinical decisions. The physician must be a genuine, active medical director – not a nominal figurehead.

Registered Nurses and Licensed Vocational Nurses

RNs and LVNs cannot own a medical spa directly. Neither RNs nor LVNs are capable of possessing the prescriptive authority needed for the operation of a medical spa, and cannot supervise or control the activities of an APRN or a physician.  Like nurse practitioners and physician assistants, they can participate through an MSO structure that separates business ownership from clinical practice. The same compliance boundaries apply: the MSO controls operations, the physician controls medicine.

To learn more about non-physician ownership of a med spa, please read our blog, “Can a Nurse Open a Med Spa in Texas? MSO Structures Explained”

Estheticians, Cosmetologists, and Aesthetic Industry Professionals

Licensed estheticians and cosmetologists can perform non-medical services – facials, waxing, and other services within their licensed scope – without physician supervision. They cannot perform medical procedures or own the medical practice entity. Estheticians and aesthetic entrepreneurs who want to participate in the full range of med spa services, including medical procedures, may do so through an MSO structure.

Business Entrepreneurs and Investors

Non-healthcare professionals (such as private equity firms and non-licensed investors), who want to enter the medical spa market can own and operate an MSO but not the physician practice entity directly. The MSO model gives entrepreneurs a legally compliant path to invest capital, manage operations, build brand equity, and participate in the financial outcome of the business – without owning the medical license or directing clinical care.

Call us at (713) 783-3110 to discuss your goals for a medical spa practice in Texas.

Several med spa procedures cross the line into the practice of medicine. The Texas Administrative Code describes these as “nonsurgical medical cosmetic procedures” and requires that a physician, or properly supervised midlevel practitioner (such as a PA or APRN), perform an appropriate patient examination and issue an order for the recommended treatment.

Nonsurgical medical cosmetic procedures include but are not limited to “the injection of medication or substances for cosmetic purposes” and “the use of a prescription medical device for cosmetic purposes.”

Common medical spa treatments that fall into this category include:

• Dermal fillers (Botox, Dysport)
• Coolsculpting
• Hormone replacement therapy
• Microdermabrasion and dermaplaning
• Microneedling and microblading
• Laser hair removal and intense pulse light therapy (photo facials)
• Platelet-Rich Plasma injections (O-shot)

In Texas, only licensed physicians can order these medical procedures without supervision.

Texas law prohibits non-physicians from owning a medical practice – but it does not prohibit them from owning a business that manages one. That distinction is the legal foundation of the management services organization model, and it is what makes non-physician participation in the Texas med spa market possible.

An MSO is a separate legal entity – typically an LLC – that handles the administrative and operational side of running a medical practice. The MSO has no medical license, employs no physicians for the purpose of providing clinical care, and has no authority over clinical decisions. It is connected to the clinical side of the med spa through a management services agreement (MSA) that defines exactly what the MSO will manage, what it will be paid, and where its authority ends.

The Dual-Entity Model

A compliant Texas med spa MSO structure requires two distinct legal entities operating under a single MSA.

1. Entity 1 – The Physician-Owned Professional Entity. The physician practice – structured as a Professional Limited Liability Company (PLLC), Professional Association (PA), or similar entity – owns the medical spa practice itself. This entity employs or contracts with licensed physicians and any supervised mid-level providers, makes all clinical decisions, and bears legal responsibility for all medical services provided to patients. The physician owner or owners must be active and genuinely engaged in managing the practice – not nominal figureheads whose names appear on paperwork while a non-physician runs the clinic.
2. Entity 2 – The Non-Physician-Owned MSO. The MSO is the management company. It may be owned by a nurse practitioner, esthetician, entrepreneur, investor, or any other non-physician with an interest in the healthcare market. The MSO owns or leases the office space and equipment, employs non-clinical staff, manages billing and collections, handles marketing and branding, oversees HR and payroll, and provides all other administrative support the physician practice depends on to operate. In many arrangements, the MSO owns the brand and licenses it to the physician practice under the MSA.

The MSO receives a management fee in exchange for these services. That fee must be set in advance at fair market value and must not be calculated as a percentage of the practice's clinical revenue or tied in any way to the volume or value of patient referrals.

What the MSA Governs

The management services agreement is the legal document that makes the dual-entity model work – and the document that regulators examine first when an MSO arrangement comes under scrutiny. A compliant MSA must:

• Be in writing and signed by both parties before operations begin
• Specifically identify every service the MSO will provide – vague or open-ended service descriptions are one of the most common compliance failures
• Remain in effect for at least one year
• Set compensation in advance at fair market value, independent of referral volume or practice revenue
• Clearly delineate the boundaries of the MSO's management authority and the physician's exclusive clinical authority

The MSA is also where the business continuity provisions live – what happens if the physician wants to leave, how the arrangement terminates, and how the practice continues operating through a transition. These provisions matter far more than most MSO owners realize until they need them.

For a detailed discussion of MSA structure, Anti-Kickback Statute safe harbor requirements, and Stark Law compliance for management services arrangements, see our management services agreements page.

Medical Director Agreements

Every Texas med spa offering medical procedures must have a supervising physician serving as medical director. The medical director agreement is a separate contract from the MSA – it governs the physician's supervisory responsibilities, scope of oversight, delegation protocols for mid-level providers, availability requirements, and compensation for medical directorship services.

Compensation paid under a medical director agreement must reflect the fair market value of genuine supervisory services actually performed. An agreement that pays above fair market value, or that compensates the physician in a way that takes into account the volume or value of referrals, creates exposure under the Anti-Kickback Statute and Stark Law. 

A physician who serves as a nominal medical director – signing off on protocols without active supervision – puts both the physician's license and the practice's compliance standing at risk. The Texas Medical Board's January 2025 physician disclosure requirements, which require med spas to post supervising physicians' names and license numbers in all treatment areas, have made the active supervision requirement more visible and more enforceable.

Our attorneys draft and review medical director agreements as part of med spa formation and as a standalone service for existing practices that need to update or replace a current medical director arrangement.

Opening a med spa in Texas involves more than finding a location and hiring staff. Because most profitable med spa services – Botox, dermal fillers, laser treatments, IV therapy – are considered the practice of medicine under Texas law, the business structure has to comply with TMB rules and Texas law. 

Here is how our process works:

Step 1: Initial Consultation

Every med spa formation begins with understanding who is involved and what they want to build. Are you a physician opening a solo aesthetic practice? A nurse practitioner or esthetician looking to participate through an MSO structure? A business investor partnering with a physician? The answers determine which entities need to be formed, what agreements are required, and where the regulatory risks are.

This is also the stage where we identify any existing arrangements – leases, employment agreements, prescriptive authority agreements – that need to be reviewed or restructured before formation begins.

Step 2: Entity Formation

Most Texas med spa structures require at least two legal entities. The physician-owned professional entity – typically a Professional Limited Liability Company (PLLC) or Professional Association (PA) – is responsible for providing and managing all clinical services. If a non-physician is involved, a separate management services organization (MSO) is formed to own and operate the business side.

Entity formation includes selecting the right structure for each party, filing the appropriate formation documents with the Texas Secretary of State, and establishing the governance framework for each entity. 

Step 3: Management Services Agreement and Operating Agreements

Once the entities are formed, the legal agreements that govern their relationship must be drafted. This includes the management services agreement (MSA) between the physician practice and the MSO, operating agreements for each underlying entity that establish ownership, governance, and decision-making authority, and any licensing agreements for brand assets owned by the MSO.

Step 4: TMB and Regulatory Compliance Counsel

Before opening, the physician practice must satisfy Texas Medical Board requirements, including physician supervision and delegation protocols for mid-level providers, disclosure requirements for supervising physicians, and compliance with the scope of practice rules that govern which services can be performed by which providers.

Depending on the services offered, additional regulatory requirements may apply. Laser hair removal facilities are licensed by the Texas Department of Licensing and Regulation (TDLR). IV therapy arrangements are subject to Jenifer's Law (HB 3749), which took effect September 1, 2025. Any med spa offering prescription weight-loss treatments must also navigate FDA requirements for those medications.

Our attorneys counsel med spa owners on compliance with all applicable state and federal requirements – from the formation documents to the ongoing operational policies and procedures that keep the practice compliant.

Medical spas operate at the intersection of healthcare, aesthetics, and wellness services – which means they answer to multiple regulatory authorities, each with jurisdiction over different aspects of the business. Understanding which agency oversees which services is essential for structuring a compliant practice from the start.

Texas Medical Board

The Texas Medical Board (TMB) is the primary regulatory authority for medical spa operations in Texas. The TMB oversees physician practice standards, enforces the corporate practice of medicine doctrine, regulates the performance and delegation of medical procedures, and investigates complaints related to patient safety and scope of practice.

Any med spa offering services that constitute the practice of medicine – including Botox injections, dermal fillers, laser treatments, microneedling with prescription serums, and other nonsurgical medical cosmetic procedures – operates under TMB jurisdiction. The TMB also regulates how those services may be delegated to mid-level providers, including nurse practitioners, physician assistants, and registered nurses, and the supervision requirements that apply to each.

Texas Department of Licensing and Regulation

Not all med spa services fall under TMB jurisdiction. The Texas Department of Licensing and Regulation (TDLR) regulates certain aesthetic services and the facilities in which they are performed, particularly those that do not require physician supervision.

TDLR licenses estheticians and cosmetologists and regulates the cosmetology establishments where they practice. A med spa that employs licensed estheticians and wants to market their services – facials, waxing, non-medical skin treatments – must hold the appropriate cosmetology establishment license issued by TDLR. Operating esthetician services without the required establishment license creates regulatory exposure independent of any TMB compliance issues.

TDLR also regulates laser hair removal facilities and certain other non-medical aesthetic treatments. If your med spa offers laser hair removal, verify whether the facility licensing requirements that apply to your specific equipment and service model fall under TDLR, TMB, or both – the answer depends on how the services are structured and who is performing them.

Texas Department of State Health Services

The Texas Department of State Health Services (DSHS) has regulatory authority over a narrower set of aesthetic services. Tanning facilities and permanent makeup services – including microblading and cosmetic tattooing – are regulated by DSHS rather than the TMB or TDLR. Med spas offering these services must comply with DSHS facility and practitioner requirements separately from their TMB and TDLR obligations.

Federal Oversight: FDA and DEA

Beyond state regulation, med spas may face federal oversight depending on the services and products they offer.

The Food and Drug Administration (FDA) regulates medical devices used in aesthetic treatments, including lasers, radiofrequency devices, and other equipment requiring FDA clearance or approval. 

The FDA also regulates injectables such as Botox and dermal fillers as prescription drugs and biological products and oversees compounded medications – including compounded weight-loss drugs such as semaglutide and tirzepatide – with increasing scrutiny on compounding and dispensing essential copies of commercially available weight-loss drugs. Med spas offering prescription weight-loss programs, GLP-1 therapies, or other compounded medications should be aware that FDA enforcement activity in this area has intensified significantly and is expected to continue.

The Drug Enforcement Administration (DEA) has jurisdiction over any med spa that uses or dispenses controlled substances. If your practice uses controlled substances – including DEA-scheduled medications in connection with procedures or testosterone in connection with hormone therapy – DEA registration is required, and compliance with federal controlled substance recordkeeping and storage requirements applies in full.

Recent Texas Med Spa Law Changes

Texas med spa regulations have evolved significantly since 2025:

• Jennifer's Law (HB 3749), which took effect September 1, 2025, established new requirements for physicians, physician assistants, and advanced practice nurses who prescribe or administer elective IV therapy at med spas. 
• Additionally, the Texas Medical Board implemented new physician disclosure requirements in January 2025, requiring med spas to post supervising physicians' names and license numbers in all treatment areas. 

Our healthcare attorneys help med spa owners navigate these changes while maintaining compliant MSO structures and physician relationships.

Call us at (713) 783-3110 to discuss your goals for a medical spa practice in Texas.

Texas has some of the most stringent rules in the country governing who can own a medical spa and how one must be structured. Most arrangements that look compliant aren't – and the consequences of getting it wrong range from regulatory investigations and civil penalties to license jeopardy and criminal exposure for both the physician and the MSO owner.

At Hendershot Cowart P.C., our healthcare attorneys bring more than 150 years of collective experience to every engagement – from initial formation through ongoing compliance counsel – and we have the depth of resources to handle the toughest healthcare regulatory challenges our clients face.

Call (713) 783-3110 or send us a message online to schedule a consultation with one of our Texas med spa attorneys. We serve clients in Houston, Sugar Land, Katy, Dallas, Austin, San Antonio, and throughout Texas.

What is a medical director and does my med spa need one?

Every Texas med spa offering medical procedures must have a supervising physician – usually a physician owner or a physician employed or contracted to serve as medical director. The supervising physician or medical director is responsible for physician oversight of all clinical services, supervision and delegation protocols for mid-level providers, and compliance with Texas Medical Board requirements – including the January 2025 rule requiring the supervising physician's name and license number to be posted in all treatment areas.

A medical director relationship is governed by a medical director agreement – a separate contract from the MSA that defines the physician's responsibilities, compensation, and scope of oversight. That agreement must be carefully structured to ensure the compensation arrangement does not create Anti-Kickback Statute or Stark Law exposure.

What happens if the physician wants to leave the MSO arrangement?

If properly structured, the management services agreement should dictate the exit process, including required notice periods (usually 90 to 180 days) and a plan for the orderly transition of physician services.

Making sure these contractual processes and mechanisms are in place in your management services agreement is another reason to work with experienced Texas med spa formation attorneys.

Do med spas have to be HIPAA compliant?

No, medical spas are not generally considered HIPAA-covered entities. However, any med spa that creates, receives, maintains, or transmits protected health information (PHI) in connection with medical services is subject to the Texas Medical Records Privacy Act (TMRPA). TMRPA covers patient records, intake forms, electronic health records, billing information, and any other PHI handled by the practice or the MSO on its behalf. 

In an MSO arrangement, the MSO typically handles functions – billing, records management, IT systems – that involve access to PHI. This makes the MSO a covered entity under TMRPA. Like HIPAA, the TMRPA contains restrictions on the disclosure and use of PHI. The TMRPA also requires certain disclosures regarding the ability of patients to access their medical records and their ability to file certain complaints with various state agencies. 

How much does it cost to set up an MSO for a med spa in Texas?

Hendershot Cowart P.C. offers a flat-fee initial consultation to discuss MSO structure, regulatory requirements, scope of practice issues, and the corporate practice of medicine doctrine as they apply to your specific situation. The firm also offers complete med spa formation services on a retainer basis, which includes entity formation, MSA and operating agreement drafting, medical director agreements, and TMB compliance counsel. Learn more about How We Charge.

To discuss your goals and our fee structure, call (713) 783-3110 or contact us online.

Hendershot Cowart P.C. represents physicians, non-physician providers, and med spa entrepreneurs throughout Texas. Our healthcare attorneys have structured med spas in Houston, Dallas, Fort Worth, Austin, San Antonio, and communities across the state – including Sugar Land, Katy, Richmond, Rosenberg, The Woodlands, Plano, Frisco, Round Rock, and San Angelo. 

If you are opening a med spa or evaluating an existing arrangement for compliance anywhere in Texas, we can help.