In Maryland, behavior analysts are licensed by the Board of Professional Counselors and Therapists, and a program-style practice may be licensed by the Behavioral Health Administration (Md. Health Occupations Article; COMAR 10.63). Medicaid enrollment and change of ownership run through the ePREP system. On non-competes, Maryland voids them for employees earning at or below 150 percent of the state minimum wage, about $49,920 in 2026, and, for agreements made on or after July 1, 2025, prohibits them for those who must be licensed under the Health Occupations Article, provide direct patient care, and earn $350,000 or less, with limited one-year, ten-mile restrictions allowed only above that figure (Md. Code, Lab. & Empl. Section 3-716). Records are governed by the Confidentiality of Medical Records Act with a mental-health overlay (Md. Health-General Section 4-301 et seq.; Section 4-307).
The change-of-ownership, license, Medicaid, non-compete, and records rules on this page reflect Maryland law and agency practice current through July 2026, and this page was last reviewed in July 2026. The healthcare non-compete ban took effect July 1, 2025 and is prospective, the wage threshold rises annually, and ePREP and BHA processes change. Treat this as a point-in-time overview, not a determination for any transaction. Confirm the current requirements with MDH, BHA, the licensing board, and qualified Maryland counsel before you sign, close, or expand.
The nine transaction-and-expansion criteria at a glance
- Change of ownership: equity versus asset in Maryland
- How the analyst license and any BHA program license move
- Expanding into Maryland: registration and enrollment
- Ownership restructuring on entry
- Medicaid re-enrollment through ePREP
- Records custody on a transfer
- Non-compete enforceability in Maryland
- Diligence flags specific to Maryland
- Reading the Maryland transaction friction
- How this connects to the rest of your compliance stack
- Sequencing a Maryland deal or expansion
- Maryland transaction variables at a glance
- Frequently asked questions
- Where professional advice is essential
Change of ownership: equity versus asset in Maryland
Maryland's equity-versus-asset decision follows the usual pattern on the Medicaid and licensing side, with the non-compete ban shaping how value is protected rather than how the deal is structured.
- Equity sale. The buyer acquires the entity, which keeps its ePREP Medicaid enrollment and any Behavioral Health Administration program license, and the change is reflected by updating ownership in ePREP and notifying BHA where a program license is held.
- Asset sale. The buyer takes assets but not the entity, so the buyer generally enrolls or updates its own ePREP record, and a program-style practice must address its BHA program license, which does not pass with assets.
- The configuration overlay. A practice configured as a program-style behavioral-health program licensed by BHA is heavier to move than a practitioner-level practice, where the analyst licenses follow the clinicians and there is no program license to address.
The first question in a Maryland deal is the ordinary equity-versus-asset choice, with attention to whether a BHA program license is in play, while the harder planning question is how to protect value given the non-compete ban.
How the analyst license and any BHA program license move
Two credentials can be in play. Behavior analysts are licensed by the Board of Professional Counselors and Therapists, an individual license that follows the clinician, not the entity, so a buyer must ensure its clinical staff are individually licensed in Maryland (Md. Health Occupations Article). A practice configured as a community behavioral-health program may also hold a Behavioral Health Administration program license under COMAR, which attaches to the organization and must be addressed where the licensed entity changes (COMAR 10.63). A practitioner-level outpatient ABA practice generally does not carry a BHA program license, so the threshold step is determining which configuration the target uses, then planning the license steps accordingly.
Expanding into Maryland: registration and enrollment
For an out-of-state operator, Maryland entry combines registration, licensure, and enrollment:
- Foreign registration or a parallel entity. The operator registers the home-state entity or forms a Maryland entity.
- Analyst licensure and any BHA license. The clinicians obtain licensure from the Board of Professional Counselors and Therapists, and a program-style operation obtains the applicable BHA program license.
- ePREP enrollment. The entity enrolls with Maryland Medicaid through ePREP, noting Maryland's operational features such as the diagnostic-evaluation-gated intake and reauthorization rules.
The practical rule for entry is that Maryland's burden depends on configuration, with a practitioner-level practice lighter than a BHA-licensed program, and the workforce non-compete ban means retention planning relies on tools other than non-competes from the start.
Ownership restructuring on entry
Maryland professional-entity and corporate-practice considerations can require an ownership or management structure to be adjusted on entry. These ownership-side questions are addressed on the Maryland ownership page and the Maryland entity page; the transaction point is that the deal or expansion may require the ownership structure to be arranged to satisfy Maryland rules, with disclosures consistent across ePREP and any BHA license.
Medicaid re-enrollment through ePREP
Maryland Medicaid enrollment and change of ownership run through the ePREP electronic provider-enrollment system. An equity change generally updates ownership on the existing ePREP record; an asset deal generally enrolls the new entity, and a program-style practice addresses its BHA license. Maryland's operational rules, including the diagnostic-evaluation-gated intake, the reauthorization timeline, and limits on technician roles, affect the acquired business's billing and should be diligenced, but the enrollment mechanics follow the equity-versus-asset choice (Md. ePREP; Maryland Medicaid). Federal ownership-disclosure rules apply and disclosures should be consistent.
Records custody on a transfer
Client records must remain with a qualified custodian, and Maryland layers a mental-health overlay on its medical-records statute. The Confidentiality of Medical Records Act governs medical records generally, with heightened protection for mental-health records, and the licensed entity is the custodian, so records cannot be handed to a non-qualified acquirer (Md. Health-General Section 4-301 et seq.; Section 4-307). In an equity sale the records stay with the entity; in an asset sale, custody must be specifically addressed so a qualified custodian remains responsible and patients retain access. Records custody is a closing deliverable.
Non-compete enforceability in Maryland
Maryland's non-compete law is among the broadest in reaching ABA, and it changes how a deal protects value.
- The wage-threshold ban. Maryland voids non-competes and conflict-of-interest provisions for employees earning at or below 150 percent of the state minimum wage, about $49,920 in 2026, which captures registered behavior technicians and many entry-level staff (Md. Code, Lab. & Empl. Section 3-716).
- The healthcare-provider ban. For agreements made on or after July 1, 2025, Maryland prohibits non-competes for individuals who must be licensed under the Health Occupations Article, provide direct patient care, and earn $350,000 or less in total annual compensation. Because behavior analysts are licensed under that article and provide direct patient care, this reaches essentially all behavior analysts; only above $350,000 is a limited covenant allowed, capped at one year and a ten-mile radius (Md. Code, Lab. & Empl. Section 3-716).
- What remains. Non-solicitation clauses and confidentiality provisions remain available, and non-competes tied to the sale of a business with selling owners are generally analyzed separately from the employment bans, so they remain the primary tool for protecting goodwill, subject to confirmation. The ban is prospective, so pre-July-1-2025 agreements are not retroactively voided.
The practical rule is that a Maryland buyer cannot rely on employee non-competes for the ABA workforce and should protect value through non-solicitation, confidentiality, and sale-of-business covenants with selling owners, with counsel confirming current law.
Diligence flags specific to Maryland
The state-neutral diligence workstreams are covered in the ABA due diligence playbook. The items that change specifically in Maryland are:
- The diagnostic line under the ban. Maryland's healthcare ban does not fork by credential: a physician or psychologist diagnostician is a licensed provider giving direct patient care and sits under the same ban as the analysts below the threshold. Plan retention for the entire clinical roster, diagnostic line included, without employee non-competes.
- Value-protection tooling. Confirm that the deal protects value through non-solicitation, confidentiality, and selling-owner covenants, since employee non-competes are largely unavailable for the ABA workforce.
- Configuration and BHA license. Confirm whether the target is practitioner-level or a BHA-licensed program, and how the license is addressed.
- Operational Medicaid rules. Confirm the diagnostic-evaluation-gated intake, reauthorization, and technician-role limits and their effect on billing.
- Records overlay. Confirm mental-health records handling under the Confidentiality of Medical Records Act.
In Maryland, the buyer cannot lean on employee non-competes: as of July 2025 nearly the whole ABA workforce is exempt. Value is protected by non-solicitation, confidentiality, and selling-owner covenants instead.
Reading the Maryland transaction friction
Putting the pieces together, Maryland is a moderate-friction state whose defining feature is the breadth of its non-compete ban. The equity-versus-asset choice and the Medicaid and licensing steps follow familiar patterns, with attention to whether a BHA program license is in play, but the workforce non-compete ban means a buyer cannot protect the acquired business through employee non-competes and must rely on non-solicitation, confidentiality, and sale-of-business covenants. Operational Medicaid rules and the mental-health records overlay add diligence items. The practical read is that a Maryland deal is structured to protect value without employee non-competes, with the usual care on configuration and enrollment. None of this is legal, tax, or financial advice; it is the structure you would plan around with counsel and advisors.
How this connects to the rest of your compliance stack
This transaction page pulls together threads from across the guide:
- Facility and licensing. The practitioner-versus-program distinction and the analyst license are detailed on the Maryland facility-licensure page and the Maryland licensing page.
- Ownership and entity. The professional-entity rules are on the Maryland ownership page and the Maryland entity page.
- Medicaid. The diagnostic-evaluation-gated intake and reauthorization rules are covered on the Maryland Medicaid page.
- The state-neutral deal mechanics. Diligence, deal structures, private equity, expansion, and wind-down are covered on the spoke's concept pages, linked below.
Sequencing a Maryland deal or expansion
- Identify the configuration. Determine whether the practice is practitioner-level or a BHA-licensed program, which sets the license steps.
- Choose equity versus asset. Decide the structure, noting equity preserves enrollment and any BHA license while asset re-enrolls and addresses the license.
- Map the ePREP path. Update ownership for an equity deal or enroll the new entity for an asset deal.
- Plan value protection without non-competes. Build non-solicitation, confidentiality, and selling-owner covenants, since employee non-competes are largely unavailable.
- Settle records custody. Ensure a qualified custodian and Confidentiality of Medical Records Act-compliant handling.
- Diligence operational rules. Confirm the diagnostic-evaluation-gated intake, reauthorization, and technician-role limits.
Maryland transaction variables at a glance
| Variable | Maryland value |
|---|---|
| Asset-sale change of ownership | Buyer enrolls or updates its own ePREP record; a program-style practice addresses its BHA program license, which does not pass with assets |
| Equity-sale change of ownership | Keeps the ePREP enrollment and any BHA program license; ownership updated in ePREP, BHA notified |
| License transfer mechanics | The analyst license follows the clinician (Health Occupations Article); a BHA program license attaches to the organization (COMAR 10.63) |
| Foreign qualification vs parallel entity | Foreign registration or a Maryland entity, plus analyst licensure, any BHA program license, and ePREP enrollment |
| Board pre-approval of entity | Analyst licensure for clinicians; BHA program license for a program-style operation; practitioner-level practice may avoid the program license |
| Ownership restructuring on entry | Professional-entity and corporate-practice considerations may require adjustment; disclosures consistent across ePREP and BHA |
| Medicaid re-enrollment / revalidation | ePREP enrollment; equity updates ownership, asset deal enrolls the new entity; operational rules (CDE-gated intake, reauthorization, technician limits) affect billing |
| Records custody on transfer | Licensed entity is custodian; the Confidentiality of Medical Records Act with a mental-health overlay governs (Md. Health-General Section 4-301 et seq.; Section 4-307) |
| Non-compete enforceability | Broad ban: void below about $49,920 (150 percent of minimum wage) and, since July 1, 2025, prohibited for licensed direct-care providers earning $350,000 or less, capturing nearly all ABA staff; limited one-year, ten-mile covenants only above $350,000; non-solicitation, confidentiality, and sale-of-business covenants remain |
| Overall transaction friction | Moderate; the dominant feature is the broad non-compete ban, which shifts value protection to non-solicitation, confidentiality, and selling-owner covenants |
| Key authorities | Md. Health Occupations Article and the Board of Professional Counselors and Therapists; COMAR 10.63 (BHA); Md. ePREP; Md. Code, Lab. & Empl. Section 3-716 (non-competes); Md. Health-General Section 4-301 et seq. and Section 4-307 (records) |
Frequently asked questions
Can we bind our behavior analysts with non-competes in Maryland?
How do we protect value in a Maryland deal then?
Does the analyst license transfer to a buyer?
How does Medicaid change of ownership work in Maryland?
What does expanding into Maryland take?
Where professional advice is essential, not optional
A Maryland ABA transaction is structured to protect value without employee non-competes. Identify the configuration, choose equity versus asset, map the ePREP path, address any BHA license, settle records under the Confidentiality of Medical Records Act, and build value protection through non-solicitation, confidentiality, and selling-owner covenants, all with qualified Maryland transaction and healthcare-regulatory counsel, a tax advisor, and a financial advisor. Treat this page as an orientation, not a determination, and not legal, tax, or financial advice.
The governing authorities to know are the Health Occupations Article and the Board of Professional Counselors and Therapists, the BHA program-licensure rules (COMAR 10.63), ePREP enrollment, the non-compete statute (Md. Code, Lab. & Empl. Section 3-716), and the Confidentiality of Medical Records Act (Md. Health-General Section 4-301 et seq.; Section 4-307), read together with federal Medicaid disclosure rules and HIPAA.
This page describes transaction, licensing, Medicaid, non-compete, and records rules that change and depend on the specific facts of a deal. MDH, BHA, the licensing board, and qualified Maryland counsel and advisors are the authoritative sources. Neither this page nor any secondary source should be relied on in place of direct verification and professional advice.