Provided by: Jennifer Kirschenbaum, Esq.
March 14, 2023
Sometime ago, the hospital systems decided they wanted to acquire private medical practices in New York State and they were going to pay no value for them. So, they started contacting and offering to compensation established physicians for their depreciated furniture, fixture and equipment as well as an offer for continued employment at a very fair compensation rate. This trend took hold and stayed steady for a while, with large systems as the only game in town willing to take on a mature medical practice. Then, a few years ago, a new buyer came into town; Private Equity - individual and corporate investors consolidating to buy portfolio platforms together in healthcare in New York. All of a sudden private practitioners who previously had no one to sell to, no exit strategy for the product of their professional career, had a new buyer, a new option, for the twilight of their career, or a new opportunity for growth, depending on the seller.
You may have heard of a bill in this year‘s budget under consideration by Albany, a modification to Section 45-A of the Public Health Law (REVIEW AND OVERSIGHT OF MATERIAL TRANSACTIONS). That bill, if approved, will require certain private equity transactions involving medical practices to undergo department of health, public health council review. That process is currently reserved in New York State for Article 28 license facilities And, currently, Public Health Council review includes a rigorous bureaucratic process in the vetting of the public need to determine whether or not an issuance/authorization to operate is appropriate. If this bill is passed, there will certainly be, depending on its reach, cooling in private equity purchases in New York State. While one might argue that individual practice transaction may not be impacted, the ability to scale and turn a more consolidated product in the marketplace may be harder to do in a new and more restrictive environment. The impact to the individual seller may not be immediately felt, but consequences may take us back to a time where practices are worth less and have fewer options. The large systems in our state seem like the biggest winners if this bill is to pass and the individual practice owner looking for varied options are looking like the biggest losers. We will continue to monitor the progress of this bill and keep you updated. Text below. Of note, part of the proposed review process may include -
- State advance access to transaction documents and parties to discuss impact
- Negative impact study on patient costs, access to services, healthy equity and health outcomes
- Whether there may be a likelihood of anticompetitive effects
- financial condition of the parties
- character and competence of officers or directors
- Source of funds
- fairness of an exchange of shares, assets, cash or other considerations
- Details on the transaction
https://www.nysenate.gov/legislation/bills/2023/s4007
ARTICLE 45-A
REVIEW AND OVERSIGHT OF MATERIAL TRANSACTIONS
SECTION 4550. LEGISLATIVE PURPOSE AND INTENT.
4551. DEFINITIONS.
4552. REVIEW AND OVERSIGHT OF MATERIAL TRANSACTIONS.
4553. NOTICE OF MATERIAL TRANSACTION; REQUIREMENTS.
4554. MATERIAL TRANSACTION REVIEW.
4555. PENALTY FOR NONCOMPLIANCE; INJUNCTIVE RELIEF.
4556. RULES AND REGULATIONS.
4557. SEPARABILITY.
§ 4550. LEGISLATIVE PURPOSE AND INTENT. WHILE HOSPITALS REMAIN VITAL
TO THE HEALTH SYSTEM, SERVICES ARE INCREASINGLY BEING DELIVERED THROUGH
AMBULATORY CARE. THIS SHIFT TO AMBULATORY CARE IS GIVING RISE TO NEW
HEALTH CARE DELIVERY STRUCTURES THAT ARE NOT SUBJECT TO THE SAME FACILI-
TY LICENSURE AND OVERSIGHT REQUIREMENTS. IN PARTICULAR, THERE HAS BEEN A
PROLIFERATION OF LARGE PHYSICIAN PRACTICES BEING MANAGED BY ENTITIES
THAT ARE INVESTOR-BACKED. AS A GENERAL MATTER, PHYSICIAN PRACTICES ARE
SUBJECT TO FAR LESS REGULATION AND OVERSIGHT THAN HOSPITALS UNDER ARTI-
CLE TWENTY-EIGHT OF THIS CHAPTER, HOME CARE AGENCIES UNDER ARTICLE THIR-
TY-SIX OF THIS CHAPTER, HOSPICE PROVIDERS, OR PROVIDERS OF BEHAVIORAL
HEALTH SERVICES UNDER ARTICLES THIRTY-ONE AND THIRTY-TWO OF THE MENTAL
HYGIENE LAW, AS WELL AS MANAGED CARE ORGANIZATIONS OR OTHER INSURERS
AUTHORIZED UNDER THIS CHAPTER OR THE INSURANCE LAW. EVEN AS THESE INVE-
STOR-BACKED ENTITIES INCREASINGLY TAKE ON THE CHARACTERISTICS ASSOCIATED
WITH DIAGNOSTIC AND TREATMENT CENTERS UNDER ARTICLE TWENTY-EIGHT OF THIS
CHAPTER OR OTHER LICENSED PROVIDER TYPES, OR MAY ASSUME MORE RISK FROM
MANAGED CARE ORGANIZATIONS AND LICENSED INSURERS, THEY REMAIN UNREGU-
LATED BY THE STATE OUTSIDE OF THE LICENSURE OF THE INDIVIDUAL PRACTI-
TIONERS WHO PRACTICE AT THESE SITES AND ENROLLMENT IN MEDICAID. MORE-
OVER, TRANSACTIONS INVOLVING THE CHANGE OF CONTROL, BY VIRTUE OF A SALE,
MERGER OR ACQUISITION OF THESE PROVIDERS, ARE NOT SUBJECT TO ANY STATE
CHANGE OF OWNERSHIP OR CONTROL REVIEW, SUCH THAT THE STATE IS NOT ABLE
TO TRACK OR MONITOR THE IMPACT OF THESE TRANSACTIONS ON COST, QUALITY,
ACCESS, EQUITY, AND COMPETITION.
THIS PHENOMENON MAY HAVE A NEGATIVE IMPACT ON PATIENT CARE, HEALTH
CARE COSTS, AND ULTIMATELY ACCESS TO SERVICES. THESE LARGE INVESTOR-
BACKED HEALTH CARE ENTITIES SHIFT VOLUME AND BUSINESS AWAY FROM COMMUNI-
TY HOSPITALS AND THEIR AMBULATORY CARE NETWORKS AND OTHER SAFETY NET
PROVIDERS, UNDERMINING THEIR FINANCIAL SUSTAINABILITY, WHICH MUST
CONTINUE TO PROVIDE ESSENTIAL SERVICES TO THE COMMUNITY. IN ADDITION,
THE CONCENTRATION OF THESE INVESTOR-BACKED PHYSICIAN PRACTICES IS A
SIGNIFICANT CONTRIBUTOR TO HEALTH CARE COST INFLATION, WHICH HAS ALSO
GIVEN RISE TO OTHER LEGISLATION, INCLUDING THE NO SURPRISE BILLING
PROVISIONS IN THE FINANCIAL SERVICES LAW.
§ 4551. DEFINITIONS. FOR THE PURPOSES OF THIS ARTICLE, THE FOLLOWING
TERMS SHALL HAVE THE FOLLOWING MEANINGS:
1. "CONTROL" MEANS THE POSSESSION, DIRECT OR INDIRECT, OF THE POWER TO
DIRECT OR CAUSE THE DIRECTION OF THE MANAGEMENT AND POLICIES OF A HEALTH
CARE ENTITY, WHETHER THROUGH THE OWNERSHIP OF VOTING SECURITIES, BY
CONTRACT (EXCEPT A COMMERCIAL CONTRACT FOR GOODS OR NON-MANAGEMENT
SERVICES) OR OTHERWISE; BUT NO PERSON SHALL BE DEEMED TO CONTROL ANOTHER
PERSON SOLELY BY REASON OF BEING AN OFFICER OR DIRECTOR OF A HEALTH CARE
ENTITY. "CONTROL" SHALL BE PRESUMED TO EXIST IF ANY PERSON DIRECTLY OR
S. 4007--A 139 A. 3007--A
INDIRECTLY OWNS, CONTROLS, OR HOLDS WITH THE POWER TO VOTE TEN PERCENT
OR MORE OF THE VOTING SECURITIES OF A HEALTH CARE ENTITY.
2. "HEALTH CARE ENTITY" SHALL INCLUDE BUT NOT BE LIMITED TO A PHYSI-
CIAN PRACTICE OR MANAGEMENT SERVICES ORGANIZATION OR SIMILAR ENTITY
PROVIDING ALL OR SUBSTANTIALLY ALL ADMINISTRATIVE OR MANAGEMENT SERVICES
UNDER CONTRACT WITH ONE OR MORE PHYSICIAN PRACTICE, PROVIDER-SPONSORED
ORGANIZATION, HEALTH INSURANCE PLAN, OR ANY OTHER KIND OF HEALTH CARE
FACILITY, ORGANIZATION OR PLAN PROVIDING HEALTH CARE SERVICES IN THIS
STATE; PROVIDED, HOWEVER, THAT A "HEALTH CARE ENTITY" SHALL NOT INCLUDE
AN INSURER DIRECTLY AUTHORIZED TO DO BUSINESS IN THIS STATE, OR A PHAR-
MACY BENEFIT MANAGER REGISTERED OR LICENSED IN THIS STATE. AN "INSURER"
SHALL NOT INCLUDE NON-INSURANCE SUBSIDIARIES AND AFFILIATED ENTITIES OF
INSURANCE COMPANIES REGULATED UNDER THE INSURANCE LAW OR THIS CHAPTER.
3. "HEALTH EQUITY" SHALL MEAN ACHIEVING THE HIGHEST LEVEL OF HEALTH
FOR ALL PEOPLE AND SHALL ENTAIL FOCUSED EFFORTS TO ADDRESS AVOIDABLE
INEQUALITIES BY EQUALIZING THOSE CONDITIONS FOR HEALTH FOR THOSE THAT
HAVE EXPERIENCED INJUSTICES, SOCIOECONOMIC DISADVANTAGES, AND SYSTEMIC
DISADVANTAGES.
4. "MATERIAL TRANSACTION" SHALL MEAN:
(A) ANY OF THE FOLLOWING, OCCURRING DURING A SINGLE TRANSACTION OR IN
A SERIES OF RELATED TRANSACTIONS, THAT TAKE PLACE WITHIN A TIME PERIOD
AND MEET OR EXCEED THRESHOLDS, AS DETERMINED BY THE COMMISSIONER IN
REGULATION, FOR FACTORS INCLUDING BUT NOT LIMITED TO CHANGES IN REVENUE:
(I) A MERGER WITH A HEALTH CARE ENTITY;
(II) AN ACQUISITION OF ONE OR MORE HEALTH CARE ENTITIES, INCLUDING BUT
NOT LIMITED TO THE ASSIGNMENT, SALE, OR OTHER CONVEYANCE OF ASSETS,
VOTING SECURITIES, MEMBERSHIP, OR PARTNERSHIP INTEREST OR THE TRANSFER
OF CONTROL;
(III) AN AFFILIATION OR CONTRACT FORMED BETWEEN A HEALTH CARE ENTITY
AND ANOTHER PERSON; OR
(IV) THE FORMATION OF A PARTNERSHIP, JOINT VENTURE, ACCOUNTABLE CARE
ORGANIZATION, PARENT ORGANIZATION, OR MANAGEMENT SERVICES ORGANIZATION
FOR THE PURPOSE OF ADMINISTERING CONTRACTS WITH HEALTH PLANS, THIRD-PAR-
TY ADMINISTRATORS, PHARMACY BENEFIT MANAGERS, OR HEALTH CARE PROVIDERS
AS PRESCRIBED BY THE COMMISSIONER BY REGULATION.
(B) "MATERIAL TRANSACTION" SHALL NOT INCLUDE A CLINICAL AFFILIATION OF
HEALTH CARE ENTITIES FORMED FOR THE PURPOSE OF COLLABORATING ON CLINICAL
TRIALS OR GRADUATE MEDICAL EDUCATION PROGRAMS AND SHALL NOT INCLUDE ANY
TRANSACTION THAT IS ALREADY SUBJECT TO REVIEW UNDER ARTICLE TWENTY-
EIGHT, THIRTY, THIRTY-SIX, FORTY, FORTY-SIX, FORTY-SIX-A, OR FORTY-SIX-B
OF THIS CHAPTER.
§ 4552. REVIEW AND OVERSIGHT OF MATERIAL TRANSACTIONS. 1. THE DEPART-
MENT SHALL HAVE THE AUTHORITY TO REVIEW AND APPROVE MATERIAL TRANS-
ACTIONS, WHICH MAY BE FURTHER DEFINED BY THE COMMISSIONER IN REGULATION,
TO ASSESS SUCH TRANSACTIONS' IMPACT ON COST, QUALITY, ACCESS, HEALTH
EQUITY AND COMPETITION IN THE HEALTH CARE SERVICE MARKET.
2. IN ACCORDANCE WITH THIS ARTICLE, AND WITH THE RULES AND REGULATIONS
PROMULGATED BY THE COMMISSIONER PURSUANT TO SECTION FORTY-FIVE HUNDRED
FIFTY-SIX OF THIS ARTICLE, THE DEPARTMENT SHALL ADOPT CRITERIA FOR THE
CONSIDERATION OF REQUESTS BY HEALTH CARE ENTITIES TO CONSUMMATE A MATE-
RIAL TRANSACTION. THE CRITERIA SHALL INCLUDE THE FACTORS LISTED IN
SUBDIVISION ONE OF SECTION FORTY-FIVE HUNDRED FIFTY-FOUR OF THIS ARTI-
CLE.
3. NOTHING IN THIS ARTICLE SHALL LIMIT OR RESTRICT THE AUTHORITY OF
THE SUPERINTENDENT OF FINANCIAL SERVICES UNDER ARTICLE FIFTEEN, SIXTEEN,
S. 4007--A 140 A. 3007--A
SEVENTEEN, FORTY-TWO, FORTY-THREE, SEVENTY-ONE, OR SEVENTY-THREE OF THE
INSURANCE LAW, OR REGULATIONS PROMULGATED THEREUNDER.
§ 4553. NOTICE OF MATERIAL TRANSACTION; REQUIREMENTS. 1. A HEALTH CARE
ENTITY SHALL NOT CONSUMMATE A MATERIAL TRANSACTION WITHOUT OBTAINING
APPROVAL FROM THE DEPARTMENT FOR SUCH MATERIAL TRANSACTION.
2. IN ORDER TO OBTAIN APPROVAL OF A MATERIAL TRANSACTION BY THE
DEPARTMENT, A HEALTH CARE ENTITY SHALL SUBMIT TO THE DEPARTMENT WRITTEN
NOTICE AND APPLICATION, WITH SUPPORTING DOCUMENTATION AS DESCRIBED BELOW
AND FURTHER DEFINED IN REGULATION, WHICH THE DEPARTMENT SHALL BE IN
RECEIPT OF AT LEAST THIRTY DAYS BEFORE THE DESIRED CLOSING DATE OF THE
TRANSACTION, IN THE FORM AND MANNER PRESCRIBED BY THE DEPARTMENT. SUCH
WRITTEN NOTICE SHALL INCLUDE, BUT NOT BE LIMITED TO:
(A) THE NAMES OF THE PARTIES TO THE PROPOSED MATERIAL TRANSACTION AND
THEIR CURRENT ADDRESSES;
(B) COPIES OF ANY DEFINITIVE AGREEMENTS GOVERNING THE TERMS OF THE
MATERIAL TRANSACTION, INCLUDING PRE- AND POST-CLOSING CONDITIONS;
(C) IDENTIFICATION OF ALL LOCATIONS WHERE HEALTH CARE SERVICES ARE
CURRENTLY PROVIDED BY EACH PARTY AND THE REVENUE GENERATED IN THE STATE
FROM SUCH LOCATIONS;
(D) ANY PLANS TO REDUCE OR ELIMINATE SERVICES AND/OR PARTICIPATION IN
SPECIFIC PLAN NETWORKS;
(E) THE DESIRED CLOSING DATE OF THE PROPOSED MATERIAL TRANSACTION;
(F) A BRIEF DESCRIPTION OF THE NATURE AND PURPOSE OF THE PROPOSED
MATERIAL TRANSACTION, WHICH WILL BE USED TO INFORM THE REVIEW UNDER
SECTION FORTY-FIVE HUNDRED FIFTY-FOUR OF THIS ARTICLE, INCLUDING:
(I) THE ANTICIPATED IMPACT OF THE MATERIAL TRANSACTION ON COST, QUALI-
TY, ACCESS, HEALTH EQUITY, AND COMPETITION IN THE IMPACTED MARKETS,
WHICH MAY BE SUPPORTED BY DATA AND A FORMAL MARKET IMPACT ANALYSIS; AND
(II) ANY COMMITMENTS BY THE HEALTH CARE ENTITY TO ADDRESS ANTICIPATED
IMPACTS; AND
(G) A NON-REFUNDABLE APPLICATION FEE.
3. EXCEPT AS PROVIDED IN SUBDIVISION TWO OF SECTION FORTY-FIVE HUNDRED
FIFTY-FOUR OF THIS ARTICLE, SUPPORTING DOCUMENTATION AS DESCRIBED IN
SUBDIVISION TWO OF THIS SECTION SHALL NOT BE SUBJECT TO DISCLOSURE UNDER
ARTICLE SIX OF THE PUBLIC OFFICERS LAW.
§ 4554. MATERIAL TRANSACTION REVIEW. 1. WHEN REVIEWING A POTENTIAL
MATERIAL TRANSACTION, THE DEPARTMENT MAY CONSIDER THE FOLLOWING:
(A) WHETHER THE PARTIES TO THE TRANSACTION CAN DEMONSTRATE THAT THE
POTENTIAL POSITIVE IMPACTS OF THE MATERIAL TRANSACTION OUTWEIGH THE
POTENTIAL NEGATIVE IMPACTS RELATED TO FACTORS SUCH AS:
(I) PATIENT COSTS;
(II) ACCESS TO SERVICES;
(III) HEALTH EQUITY; AND
(IV) HEALTH OUTCOMES;
(B) WHETHER THERE IS A SUBSTANTIAL LIKELIHOOD OF ANTICOMPETITIVE
EFFECTS FROM THE TRANSACTION THAT OUTWEIGH THE BENEFITS OF THE TRANS-
ACTION INCLUDING BY INCREASING OR MAINTAINING SERVICES TO UNDERSERVED
POPULATIONS OR STABILIZING THE OPERATIONS OF THE EXISTING DELIVERY
SYSTEM;
(C) THE FINANCIAL CONDITION OF THE PARTIES TO THE TRANSACTION;
(D) THE CHARACTER AND COMPETENCE OF THE PARTIES OR ANY OFFICERS OR
DIRECTORS THEREOF;
(E) THE SOURCE OF THE FUNDS OR ASSETS FOR THE TRANSACTION;
(F) THE FAIRNESS OF ANY EXCHANGE OF SHARES, ASSETS, CASH, OR OTHER
CONSIDERATION FOR THE SHARES OR ASSETS TO BE RECEIVED; AND
S. 4007--A 141 A. 3007--A
(G) ANY OTHER RELEVANT INFORMATION NECESSARY TO DETERMINE THE IMPACT
OF THE MATERIAL TRANSACTION.
2. IF THE DEPARTMENT DOES NOT ACT ON THE APPLICATION AS DESCRIBED IN
SUBDIVISIONS THREE AND FOUR OF THIS SECTION WITHIN THIRTY DAYS OF
RECEIPT OF WRITTEN NOTICE AND APPLICATION AS DESCRIBED IN SUBDIVISION
TWO OF SECTION FORTY-FIVE HUNDRED FIFTY-THREE OF THIS ARTICLE, THEN THE
TRANSACTION SHALL BE DEEMED APPROVED. DURING SUCH THIRTY-DAY PERIOD, THE
DEPARTMENT SHALL POST IN A MANNER DETERMINED BY THE DEPARTMENT IN REGU-
LATION FOR PUBLIC NOTICE AND PUBLIC COMMENT WHICH MAY HELP TO INFORM
WHETHER THE DEPARTMENT TAKES FURTHER ACTIONS AS DETERMINED BY THIS
SECTION. AT A MINIMUM, THE PUBLIC NOTICE SHALL INCLUDE:
(A) A SUMMARY OF THE PROPOSED TRANSACTION;
(B) AN EXPLANATION OF THE GROUPS OR INDIVIDUALS LIKELY TO BE IMPACTED
BY THE TRANSACTION;
(C) INFORMATION ABOUT SERVICES CURRENTLY PROVIDED BY THE HEALTH CARE
ENTITY, COMMITMENTS BY THE HEALTH CARE ENTITY TO CONTINUE SUCH SERVICES
AND ANY SERVICES THAT WILL BE REDUCED OR ELIMINATED; AND
(D) DETAILS ABOUT HOW TO SUBMIT COMMENTS, IN A FORMAT THAT IS EASY TO
FIND AND EASY TO READ.
3. THE DEPARTMENT SHALL NOTIFY THE PARTIES TO THE TRANSACTION WITHIN
THIRTY DAYS OF RECEIPT OF WRITTEN NOTICE AND APPLICATION AS DESCRIBED IN
SUBDIVISION TWO OF SECTION FORTY-FIVE HUNDRED FIFTY-THREE OF THIS ARTI-
CLE THAT IT IS WITHHOLDING APPROVAL OF THE TRANSACTION IF NECESSARY TO
CONDUCT A THOROUGH EXAMINATION AND COMPLETE ANALYSIS OF WHETHER THE
TRANSACTION IS CONSISTENT WITH THE CRITERIA ESTABLISHED PURSUANT TO
SUBDIVISION FOUR OF SECTION FORTY-FIVE HUNDRED FIFTY-TWO OF THIS ARTI-
CLE, INCLUDING THE FACTORS LISTED IN SUBDIVISION ONE OF THIS SECTION.
(A) THE DEPARTMENT MAY REQUEST ADDITIONAL INFORMATION FROM A HEALTH
CARE ENTITY THAT IS A PARTY TO THE MATERIAL TRANSACTION AND SUCH ENTITY
SHALL PROMPTLY REPLY USING THE FORM OF COMMUNICATION REQUESTED AND SUCH
REPLY SHALL BE AFFIRMED AS TRUE AND ACCURATE UNDER PENALTY OF PERJURY BY
AN OFFICER OF THE ENTITY, IF REQUIRED.
(B) A HEALTH CARE ENTITY SHALL NOT REFUSE TO PROVIDE DOCUMENTS OR
OTHER INFORMATION REQUESTED PURSUANT TO THIS ARTICLE ON THE GROUNDS THAT
SUCH INFORMATION IS PRIVILEGED OR CONFIDENTIAL.
(C) THE DEPARTMENT MAY RETAIN ACTUARIES, ACCOUNTANTS OR OTHER PROFES-
SIONALS INDEPENDENT OF THE DEPARTMENT AS NECESSARY TO ASSIST IN CONDUCT-
ING ITS ANALYSIS OF A PROPOSED MATERIAL TRANSACTION. THE DEPARTMENT
SHALL DESIGNATE THE PARTY OR PARTIES TO THE MATERIAL TRANSACTION THAT
SHALL BEAR THE COST OF RETAINING SUCH PROFESSIONALS.
(D) THE DEPARTMENT MAY TAKE OTHER ACTIONS TO SEEK PUBLIC INPUT AND
OTHERWISE ENGAGE THE PUBLIC BEFORE MAKING A DETERMINATION ON THE
PROPOSED MATERIAL TRANSACTION.
4. (A) UNLESS THE MATERIAL TRANSACTION IS APPROVED PURSUANT TO SUBDI-
VISION TWO OF THIS SECTION, THE DEPARTMENT SHALL ISSUE A FINAL ORDER
REGARDING THE MATERIAL TRANSACTION.
(B) IF THE DEPARTMENT DISAPPROVES THE MATERIAL TRANSACTION OR APPROVES
THE MATERIAL TRANSACTION SUBJECT TO CONDITIONS, THE DEPARTMENT MAY NOTI-
FY THE ATTORNEY GENERAL OF THE DEPARTMENT'S FINDINGS AND ANALYSIS SO
THAT THE ATTORNEY GENERAL MAY, IF APPROPRIATE, CONDUCT AN INVESTIGATION
INTO WHETHER THE HEALTH CARE ENTITIES HAVE ENGAGED IN UNFAIR COMPETITION
OR ANTICOMPETITIVE BEHAVIOR AND, IF NECESSARY, TAKE STEPS TO PROTECT
CONSUMERS IN THE HEALTH CARE SERVICES MARKET.
(C) PURSUANT TO THIS SUBDIVISION, THE DEPARTMENT SHALL HAVE THE
AUTHORITY TO REQUIRE UNDERTAKINGS AS A CONDITION OF APPROVING A MATERIAL
TRANSACTION, INCLUDING BUT NOT LIMITED TO, INVESTMENTS IN THE COMMUNI-
S. 4007--A 142 A. 3007--A
TIES AFFECTED BY SUCH MATERIAL TRANSACTION, COMPETITION PROTECTIONS, AND
CONTRIBUTIONS TO STATE-CONTROLLED FUNDS, INCLUDING THE HEALTH CARE
TRANSFORMATION FUND PURSUANT TO SECTION NINETY-TWO-HH OF THE STATE
FINANCE LAW, TO PRESERVE ACCESS OR TO OTHERWISE MITIGATE THE IMPACT OF
THE MATERIAL TRANSACTION ON THE HEALTH CARE DELIVERY SYSTEM.
5. A HEALTH CARE ENTITY THAT IS A PARTY TO AN APPROVED MATERIAL TRANS-
ACTION SHALL NOTIFY THE DEPARTMENT UPON CLOSING OF THE TRANSACTION IN
THE FORM AND MANNER PRESCRIBED BY THE DEPARTMENT.
§ 4555. PENALTY FOR NONCOMPLIANCE; INJUNCTIVE RELIEF. 1. THE DEPART-
MENT MAY IMPOSE A CIVIL PENALTY IN AN AMOUNT OF UP TO TEN THOUSAND
DOLLARS PER DAY FOR ANY VIOLATION OF THIS ARTICLE. ALL FEES, FINES, AND
PENALTIES DERIVED FROM THE OPERATION OF THIS ARTICLE SHALL BE PAID TO
THE DEPARTMENT AND SHALL BE DEPOSITED IN THE HEALTH CARE TRANSFORMATION
FUND ESTABLISHED PURSUANT TO SECTION NINETY-TWO-HH OF THE STATE FINANCE
LAW.
