Accomplished, Client-Focused Team. Dilworth Paxson's Health Care Practice enjoys distinctive standing in the legal services community. Our attorneys hail from a diverse array of big firm, in-house, government, and industry positions. These experiences allow us to handle the most significant, demanding, and innovative health care transactions, initiatives, and representations in the United States, while delivering individually crafted solutions to meet our client’s needs and objectives.
Experience, Creative Synergies Across Industry Niches. Our health care attorneys' expansive range of industry experience is enhanced not only by our colleagues in other Dilworth Paxson practice areas, but also by our relationships with valuation firms, financial service providers, management services companies, and other professional health care service providers.
We are proud of the accomplishments that these synergies have produced, across the following services lines:
- Accountable Care Organizations ("ACOs") and Clinically Integrated Networks (“CINs”) – ACOs are clinically and financially integrated health care entities composed of a group of providers who are jointly responsible for the quality, cost, and overall care of a patient population. There are both Medicare ACOs (defined under the Affordable Care Act) and commercial payer ACOs (also called Clinically Integrated Networks, or CINs). ACOs may take a variety of forms, such as a single integrated delivery system or a large multi-specialty physician group that contracts with other provider entities, including an acute care hospital and a home health provider. Members of the Dilworth Paxson Health Care Practice formed one of the first Medicare ACOs under the Affordable Care Act, and Dilworth’s attorneys have been active in the ACO/CIN space ever since.
- Ambulatory Surgery Centers (“ASCs”) – Whether our clients are physician-owned ASCs or private investors looking to enhance their healthcare portfolios, we have the experience to advise clients regarding how to operate their ASCs within the confines of a complex regulatory environment; prepare private placement memoranda, asset purchase agreements, shareholder buy-sell agreements, joint venture operating agreements, management services agreements, ASC medical staff bylaws, and all governance documents; certificate of need and state licensure laws; and accreditation agency standards. When a client is considering selling or purchasing an ASC, or a major interest in one, we coordinate due diligence review, valuations, and pro formas, as well as preparing all transfer documentation.
- Bankruptcy – Filings by medical facilities are on the rise in the COVID-19 era. Because of issues related to the pandemic, many healthcare facilities — from hospitals to assisted living facilities (ALFs) to outpatient surgery locations and more — may face insolvency issues due to lower revenues as well as litigation-related issues resulting from COVID. While some may need to be resolved as part of a bankruptcy filing, some can be addressed through refinancings, credit/capital restructurings, and other “workouts.” Our bankruptcy and health care attorneys have collaborated on some of the region’s most significant hospital and health system restructurings – both in the bankruptcy courts and in the workout arena. We have addressed all related Medicare and governmental participation and licensure issues, as well as real estate, tax, employment, labor, exempt organization, patient privacy, and operational issues relating thereto.
- Centers of Excellence/ New Service Lines – When it’s time to consider developing a new service line or becoming “known for” a particular specialty, many issues arise from economic credentialing to valuations and commercial reasonableness. Our health care team has worked with academic medical centers, community hospitals and specialty medical practices to coordinate state-authorized specialty center designations, new medical staff clinical privileges, co-management agreements, real estate ventures, and clinical and administrative services arrangements to achieve these objectives.
- Clinical Services and Patient Care Issues – Dilworth Paxson’s attorneys counsel hospitals and other health care providers on patient care issues, such as informed consent, privacy, and other patient rights and ethics issues. We have experience drafting and reviewing consent and release documents. We also frequently counsel our clients on health care professional scope of practice, medical record documentation, emergency protocols, risk management concerns, and EMTALA and HIPAA questions. A number of our attorneys have worked for heath care providers, including but not limited to, behavioral heath providers, as part of their management/operational teams, which has afforded them a unique understanding of the clinical aspects of patient care.
- Crisis Management and Internal Investigations– Despite having a sound internal compliance program, there are times when controlled substances are diverted, patient health is jeopardized, a corporate officer engages in improper or suspicious conduct, patient data is compromised, or a government agent shows up at your organization with a subpoena. At times like these, decisive and strategic measures must be taken quickly to manage risk and control exposure. Our health care attorneys, with the assistance of our criminal defense, employment law, and information technology colleagues, have conducted internal investigations, developed media/PR strategies, obtained injunctions, coordinated disclosure protocols, and arranged for forensic financial and data examinations, to help our clients navigate their most significant organizational challenges.
- Fraud and Abuse/Regulatory Counsel – In addition to providing in-depth guidance and counsel to health care providers with respect to issues arising under the federal fraud and abuse laws, including the Stark Law, the Anti-Kickback Statute, the Eliminating Kickbacks in Recovery Act (EKRA), and the Civil Monetary Penalties Law, Dilworth Paxson’s lawyers have developed relationships with the regulatory authorities within the regions we serve to provide direct access to resolving many state counterpart fraud and abuse and regulatory issues. Since many of the fraud and abuse laws can have criminal consequences, our health care attorneys work closely with our criminal defense colleagues (many of whom are former State Deputies Attorney General and US Attorneys) to guide our clients across all impacted segments of the industry, including providers, management services organizations, equipment providers , and marketing companies. We also have significant experience developing plans of correction and related responses to survey and complaint-related grievances, and advising our clients relative to Medicare Conditions of Participation and other governmental, carrier/intermediary, and insurer regulations/protocols.
- General Business Transactions/ Business Governance – Dilworth Paxson’s attorneys have diverse and extensive experience in representing individuals, partnerships, limited liability companies, and corporations (including public benefit corporations) in a wide variety of business ventures. We have worked side-by-side with business and operations teams of several clients in the health care industry, such as hospitals, hospital systems, physicians and physicians' groups, organ procurement organizations, and other for-profit and nonprofit entities. Our attorneys regularly counsel clients on matters such as organization, governance, financing and operation of business enterprises, joint ventures, reorganizations, and dissolutions. We routinely draft agreements and counsel our clients in connection with shareholder rights, bylaws/operating agreements, employment matters, director/officer responsibilities/obligations, offerings/private placements, financing, risk management, entity formation, and tax/tax-exemption matters. With our finance, labor and employment, tax and tax-exempt organization colleagues, members of our health care group have also counseled clients on a wide array of mergers, acquisitions, sales and divestitures, ranging from hospitals to medical practices.
- Tax Exemption – From hospitals to organ procurement organizations, tax-exempt organizations represent a major component of the health care sector. With our tax-exempt organization colleagues, a number of whom are former IRS attorneys, we assist our clients from their initial application for IRS exemption through such tax-exemption issues, such as, avoiding improper benefits to private persons, complying with the tax code's limitations on lobbying and political campaigning, minimizing or avoiding unrelated business income tax liability, and issuing tax-exempt bonds. We also help our clients mitigate the risk of jeopardizing their exempt status in connection with physician recruitment, executive compensation, creation or expansion of business lines, development of joint ventures, and corporate restructuring or reorganizations.