Why the order matters before the doors open
Most new med spas are set up in the order things become urgent: the LLC because the landlord wants a tenant name, the bank account because the contractor wants a deposit, the POS because the vendor offered a discount, payroll the week the first injector starts. Each decision is made alone, and the accountant inherits an EIN on the wrong entity, a merchant account settling to a personal checking account, a POS with one revenue category and a payroll company that does not know the practice sells memberships.
The right order is the one the tax and regulatory rules impose. The entity comes first, and in a state with corporate-practice-of-medicine rules it may be two entities, a professional entity for clinical services and a management company for everything else, formed by a health-care attorney licensed in your state. The EIN follows the entity. The bank account follows the EIN. The merchant processor and POS settle to that bank account. The sales tax registration precedes the first retail sale, and the payroll registrations precede the first hire. We do not form entities and we do not give legal advice; we make sure every number that follows the attorney's structure lands in the right place. Our guide to MSO and professional-entity accounting explains what the books look like when there are two of them.
The pre-opening sequence
| Weeks before opening | Step | Who |
|---|---|---|
| 20–16 | Entity structure decided (single entity, or professional entity plus management company); entities formed; EINs obtained; S-corp election considered | Health-care attorney; Balance Partners on the tax election and EIN sequencing |
| 16–12 | Bank accounts opened under the right entity; owner contributions and loan proceeds documented; QuickBooks Online chart of accounts built; pre-opening spending moved onto the business books | Owner and Balance Partners |
| 12–8 | POS chosen on the reports it produces; sales categories and tax codes configured; merchant processor settled to the operating account; sales tax registration filed | Owner, POS vendor, Balance Partners |
| 8–4 | Payroll provider connected; state withholding, unemployment and workers' compensation in place; medical director agreement and provider pay plans reviewed for W-2 versus 1099 treatment | Owner, payroll provider, attorney, Balance Partners |
| 4–0 | Opening inventory counted and booked; devices recorded with placed-in-service dates; opening budget and 13-week cash view finalized | Owner and Balance Partners |
| Month 1 | First close by the 10th business day; package liability tracked from the first sale; budget compared with actuals | Balance Partners |
Pre-opening money: deductible, capitalized or inventory
Money spent before opening falls into four buckets, and the tax law treats each differently. Start-up costs, such as market research, training, pre-opening marketing, pre-opening rent and consultant fees, can be deducted up to $5,000 in the first year, with that amount reduced once total start-up costs pass $50,000 and the remainder amortized over 180 months beginning the month the practice opens (IRS Publication 583). Organizational costs, meaning the attorney's entity-formation fees and the state filing fee (in Florida, $125 to file articles of organization for an LLC), follow a parallel rule. Equipment, build-out and furniture are depreciable assets; qualified property acquired and placed in service after January 19, 2025 is eligible for 100% bonus depreciation, and Section 179 is available up to the practice's taxable income, which in an opening year is often small. The opening order of neurotoxin, filler and retail skincare is inventory, deducted as it is used.
The classification matters for cash as much as for tax. An owner who expects to deduct $270,000 of build-out and devices in her first year, and then has a first-year loss, needs to know in advance how that deduction interacts with the loss, her other household income and her basis in the entity, rather than finding out in April. We model it before the money is spent, and the Section 179 and bonus depreciation guide covers the choice in detail.
An illustrative opening
An illustration, not a client. A nurse practitioner in Pasco County, Florida has $350,000 committed, $250,000 from an SBA loan and $100,000 of her own, to open a two-room practice. The budget: $120,000 of build-out, $150,000 of devices, $20,000 of opening injectable and retail inventory, $30,000 of pre-opening costs (training, legal fees, marketing and two months of rent before opening) and $30,000 of working capital.
In the books, the build-out and devices are recorded as assets with their placed-in-service dates, eligible for bonus depreciation in the year the practice opens. The $20,000 of product is inventory. Of the $30,000 of pre-opening costs, the attorney's formation fees are organizational costs, the pre-opening rent, training and marketing are start-up costs under the $5,000-and-amortize rule, and the $30,000 of working capital is simply cash, the number the 13-week view watches. Her first retail sale carries Florida sales tax of 6% plus the county's 1% surtax, so the sales tax account must be registered before it. Her first injector hire puts her on the path to Florida's workers' compensation requirement for non-construction employers with four or more employees, and her reemployment tax account opens at the new-employer rate. And her first Sunbiz annual report is due the following May 1, with a $138.75 fee for an LLC and a $400 late fee after that date.
After opening: the first ninety days
The first three months decide whether the books will ever be right. Package and membership sales start in week one, often as opening promotions, and have to be recorded as liabilities from the first ticket or the first P&L will show a profit that does not exist. The first inventory count sets the baseline for every month after it. The first payroll establishes whether commission is paid on sales or on redemptions, a decision far easier to make before the first injector has a pay stub. And the budget built before opening meets reality: visits per provider, retail attach rate, how quickly memberships carry the rent. Our opening checklist lists every item, and the first-hire payroll checklist covers the employment side.
Launch engagements move onto Med Spa Core at the first close, with the same CPA, the same chart of accounts and the same report pack, and no second onboarding. For an owner who opens a second location two years later, the structure built here is what makes the practice scalable: service-line reporting from day one, a POS that produces the reports the close depends on, and a payroll that already knows what a provider is.