LLC Operating Agreements

This is the second part of a several part series of articles pertaining to limited liability company operating agreements. This second installment addresses voting rights, distributions, capital accounts, buy-ins and buy-outs. Many medical practices and other health care enterprises operate as limited liability companies (LLCs), and are, therefore, governed by the LLC’s “operating agreement.” However,…Read More

New Proposed Merger Guidelines

Recently, the U.S. Department of Justice (DOJ) and Federal Trade Commission (FTC) released Draft Merger Guidelines (Draft Guidelines) outlining various new factors the Agencies will consider when reviewing the legality of mergers and acquisitions.   The Draft Guidelines set forth 13 new frameworks that the Agencies will use to determine whether a merger violates antitrust…Read More

Proposed Rule on Ownership of Nursing Homes

On February 13, 2023, the Department of Health and Human Services (HHS) proposed a new rule that would require most nursing homes to provide detailed information about facility owners, operators, and management teams, including clinical consulting and administrative services. The Rationale The proposed rule would implement the reporting requirements initially created by Section 6101(a) of…Read More

New CON Regulations

In October 2023, the Maryland Health Care Commission (MHCC or Commission) reviewed and approved for public comment Proposed Final Regulations making significant changes to the Procedural Regulations for Health Care Facilities and Services. This is the latest step in a multi-year process of updating the certificate of need (CON) regulations to conform with significant statutory…Read More

Are IV Businesses “Compounding” Prescriptions?

IV hydration businesses are popping up in major cities across the country, including here in Maryland. Most hydration businesses offer a variety of products to their customers, including infusions of vitamins and other elements promoted to improve health or reduce stress. Since these businesses are relatively new, they remain largely unregulated.  However, recent guidance from…Read More

Corporate Transparency Act Requires Reporting Companies to File with FinCEN starting January 1, 2024

This article is an updated version of the Corporate Transparency Act Requires Reporting Companies to File with FinCEN. On January 7, 2021, Congress passed the National Defense Authorization Act, which includes the Corporate Transparency Act (“Act”).  The Act, which takes effect on January 1, 2024, requires “reporting companies” to file information on beneficial owners, key decisionmakers,…Read More

The Corporate Transparency Act

The United States Congress passed the Corporate Transparency Act (CTA) in 2021 to help prevent and combat money laundering, terrorist financing, tax fraud and other illicit activity. Among other things, the CTA requires private companies operating in the United States to report information regarding their beneficial owners and key decision makers to the Financial Crimes…Read More

Mid-Atlantic Health Law TOPICS

Maryland’s Aggressive Climate Legislation’s Impact on Providers Every health care provider rents or owns the space in which they treat patients. Therefore, every Maryland health care provider will be significantly impacted by Maryland’s very aggressive climate legislation. In 2022, the Maryland General Assembly passed The Climate Solutions Now Act (CSNA), which is one of the…Read More

Apparent Agency

In July 2022, Maryland’s highest appellate court issued a decision in Williams v. Dimensions Health Corporation, dealing with a hospital’s liability for the negligence of an independent contractor treating emergencies at the hospital. The Doctrine Generally, a principal is liable for the negligence of its agents. More specifically, an employer is responsible for the negligence…Read More