Title 6.5. Attorney General -- Acquisition of Nonprofit Health Entities — Subtitle 2. Application Process

A person that seeks to engage in an acquisition of a nonprofit health entity shall submit an application to the appropriate regulating entity.

The application submitted under paragraph (1) of this subsection shall be in addition to any other filing required by law.

the name of the transferor;

the name of the transferee;

the names of any other parties to the acquisition agreement;

the terms of the proposed acquisition, including the sale price;

a copy of the acquisition agreement;

a financial and community impact analysis report from an independent expert or consultant that addresses the criteria in § 6.5-301 of this title;

an independent valuation of the nonprofit health entity that was obtained prior to the consideration of any bid or offer to acquire the nonprofit health entity;

an antitrust analysis prepared by an appropriate expert; and

any other documents related to the acquisition.

On request to the regulating entity, and subject to paragraphs (2), (3), and (4) of this subsection, an application and related documents shall be available for public inspection and copying.

Except as provided in paragraphs (3) and (4) of this subsection or otherwise by law, all information and documents that are filed with the regulating entity in compliance with the requirements of this title or that are reported to, obtained by, or otherwise disclosed to the regulating entity or any other person in the course of an examination or investigation made under this title:

Material that otherwise is confidential under paragraph (2) of this subsection may be made public by any person to whom the nonprofit health entity to which the material relates gives prior written consent.

If, after giving a nonprofit health entity notice and an opportunity to be heard, the regulating entity determines that it is in the interest of the policyholders, stockholders, or the public to make public any material relating to the nonprofit health entity that otherwise is confidential under paragraph (2) of this subsection, the regulating entity may make public all or part of the material in an appropriate manner.

publish notice of the application in the most widely circulated newspapers that are part of a nonprofit health entity’s service area; and

notify by first-class mail any person that has requested in writing notice of the filing of an application.

state that an application has been received;

state the names of the parties to the acquisition;

describe the contents of the application;

state the date by which a person must submit written comments on the application; and

provide the date, time, and place of the public hearing on the acquisition.

As soon as practicable, but no later than 90 days after receiving a complete application, including all necessary expert reports, the appropriate regulating entity shall hold a public hearing.

If the nonprofit health entity is a hospital, the regulating entity shall hold the public hearing in the jurisdiction in which the hospital is located.

subpoena information and witnesses;

require sworn statements;

take depositions; and

use related discovery procedures.

The regulating entity may contract with experts as reasonably necessary to:

The selection of an expert by a regulating entity under paragraph (1) of this subsection shall be subject to the State procurement laws.

If a regulating entity contracts for expert assistance under paragraph (1) of this subsection, the transferee shall pay the reasonable cost of the expert assistance, as determined by the regulating entity.

approve the acquisition, with or without modifications; or

disapprove the acquisition.

Subject to paragraph (2) of this subsection, at its discretion, the regulating entity may extend for good cause for a 60–day period the time for making a determination under subsection (f) of this section.

The regulating entity is limited to a maximum of two 60–day extensions for making a determination on the same application.

Except as provided in paragraph (2) of this subsection, a determination made by the appropriate regulating entity under subsection (f) of this section may not take effect until the earlier of:

The appropriate regulating entity may waive the waiting period under paragraph (1)(i) of this subsection if the appropriate regulating entity determines that waiving the waiting period is in the best interest of the public.