Health Care Transactions

Our attorneys represent clients in the preparation and negotiation of a variety of transactional and contractual arrangements among a variety of health care providers. For example, we have represented a number of clients in hospital and nursing home acquisitions, purchases/sales/mergers of physician practices, development of integrated delivery systems, acquisitions and sales of HMOs, and organization and syndication of surgery centers, cancer centers, IDTFs and skilled nursing facilities. In addition, we have provided advice to a client in connection with the development and organization of a Program of All-Inclusive Care for the Elderly (PACE).

We advise health care clients on general business and corporate matters and all legal matters involving federal, state and local taxation. We also assist clients in choosing the proper type of entity through which they may wish to offer health care services, including professional associations, business corporations, LLCs, PLLCs and not-for-profit corporations. Our lawyers provide legal advice to clients involved in corporate reorganizations - including restructurings, spin-offs, creating subsidiary corporations, and forming holding companies - and mergers and acquisitions.

Our health care lawyers have increasingly become involved in Internet health care issues. We are actively counseling e-health clients on the complex regulatory issues related to the provision of online medical information, and we are assisting these clients in their general business needs of attaining venture capital, preparing business plans, negotiating licensing and distributorship agreements, as well as general corporate and tax advice.

With regard to tax issues, we assist clients in obtaining tax exemptions and in making ruling requests/applications for exemption before the national office of the IRS. In addition, our lawyers assist health care clients in structuring physician recruitment incentives, medical director agreements and other contractual arrangements between and among health care clients.

We advise employers on a full range of employee benefit matters, including the design and implementation of qualified and non-qualified retirement plans, the design and implementation of welfare benefit plans, participant communication, fiduciary issues, investment matters and prohibited transactions. Our attorneys counsel clients on ERISA issues such as policy statements, plan assets, plan administration, claims review procedures, written records, privileged issues, compliance issues, mandatory disclosures and employee education.

We assist clients in the preparation and negotiation of executive compensation agreements, including golden parachute arrangements, stock option and other long-term incentive plans, split dollar arrangements and other forms of non-qualified deferred compensation arrangements. Frequently our attorneys advise clients on the impact of benefit programs on financial reporting, special concerns relating to tax-exempt and public employers, special compensation concerns of the health care industry, corporate and security law aspects of retirement plans and other compensation arrangements. We represent clients in employee benefit litigation and administrative proceedings, including Department of Labor and IRS audits and fiduciary and benefit litigation. Our attorneys also design, draft or review for compliance group health plans, cafeteria plans, VEBAs and other welfare benefit trusts, design and draft non-qualified retirement plans, Rabbi trusts and 457(f) plans and draft and design qualified retirement plans.