For over three decades, the Health Care Practice at Ropes & Gray has been providing our clients with creative and innovative representation.  Our Health Care Practice spans each of our offices and is comprised of more than fifty professionals, many of whom have over twenty years of experience representing health care clients at Ropes & Gray. 

How We Help Our Clients

As the health care industry is constantly evolving and incorporating developing legislation, many organizations find it daunting to navigate the changing landscape. Our Health Care Practice has strength in both our seasoned resources and our diverse experience.  Ropes & Gray is also in-house counsel at a number of our clients throughout the U.S. Our client experience includes:

• Representing hospitals and other providers in mergers, disaffiliations, and joint ventures;
• Defending clients in various investigations, audits, and proceedings conducted by the Department of Justice, the Federal Bureau of Investigation, the Department of Health and Human Services Office of the Inspector General, and the Office for Civil Rights;
• Advising researchers and their organizations on achieving and maintaining regulatory compliance as well as responding to investigations by federal agencies;
• Advising the boards of financially troubled organizations, particularly multi-corporate systems, on their fiduciary duties to various constituencies, including creditors;
• Representing financially troubled organizations' interest in discussions with attorneys general and other regulators;
• Helping clients with day-to-day operational and contracting challenges; and
• Helping health care clients borrow over $3 billion through the tax-exempt bond market and restructuring many bond issues over $1 billion.

Practice Focus Areas

Mergers, Disaffiliations, and Joint Ventures

The Health Care Practice regularly works on all types of mergers, disaffiliations, and joint ventures.  We have formed and restructured or divested many health care systems, obligated bond groups, and other affiliated entities.  In addition, we routinely advise on:

• Non-profit affiliations and divestitures;
• Non-profit/for-profit joint ventures;
• Hospital, physician practice, and other provider acquisitions; and
• Non-profit to for-profit "conversions." 

As corporate transaction counsel we can manage each deal in its entirety, from letter of intent negotiations to implementation after the closing.  Drawing on firm resources, Ropes & Gray is able to provide expertise to handle all aspects of a transaction, including: antitrust; tax; bond financing; labor, employment and benefits; governmental approvals; and real estate.

Academic Medical Centers

Ropes & Gray possesses particular expertise in representing many of the top academic medical centers across the country, both as general counsel to provide comprehensive representation on an ongoing basis, and as special counsel on specific transactions.  We have worked with academic medical centers on such diverse matters as:

• Forming and restructuring affiliated faculty group practices;
• Creating acquisition or affiliation vehicles for community-based providers;
• Securing contracts with pharmaceutical companies for sponsored research arrangements;
• Working with medical center management and scientists to help capitalize on technology transfers; and
• Developing organizational and governance structures for provider networks and managed care contracting.

Government Enforcement and Compliance

The health care industry remains the subject of intense government scrutiny.  Ropes & Gray is committed to helping clients respond to this scrutiny, by offering both proactive advice and representation in enforcement proceedings.  We work with health care clients to design and implement compliance programs aimed at preventing violations of law or detecting – and correcting – high risk practices before government enforcement activity is begun. Our practice includes several lawyers who are former federal prosecutors and are uniquely positioned to represent clients in enforcement matters.

Research Compliance Services

Human trials and basic research programs are targets for heightened public scrutiny and compliance enforcement.  The Health Care Practice represents many participants in the biomedical and basic science research field in their efforts to achieve and maintain regulatory compliance, including:

• Advising investigators and clinical sites concerning the integration of research and clinical activities;
• Helping researchers design and implement compliance programs;
• Conducting routine and focused compliance reviews of research policies and procedures;
• Serving as outside counsel to members of IRBs; and
• Advising researchers and their organizations in their responses to "whistleblowers" as well as other allegations or investigations by federal agencies.

Troubled Institutions

We have represented many financially distressed organizations in their effort to improve operations and manage multiple constituencies.  This often includes coordinating simultaneous negotiations with state attorneys general, departments of health, creditors (including bond insurers, bond trustees, and state bonding authorities), donors, medical staff, and community groups.  We help boards of trustees of parent and subsidiary corporations assess their respective fiduciary duties in making difficult decisions about closing, restructuring, or selling facilities and assets and in restructuring relations among members of obligated bond groups.

Hospitals and Multi-Provider Networks

We have extensive experience working with hospitals and multi-provider networks to address all of their legal needs on an ongoing basis, including:

• Network formation and development;
• Restructuring physician practices due to acquisition or divestiture;
• Physician contracting;
• Managed care contracting;
• Licensure and CON matters;
• JCAHO and other accreditation issues, including threatened revocation of accreditation and Medicare provider issues;
• Reimbursement;
• PRRB appeals, stark, fraud, and abuse; and
• HIPAA and other regulatory compliance.

Managed Care

Since working on the formation of the first HMO in New England in 1969, Ropes & Gray has worked with clients in the formation, management, and growth of managed care plans and provider networks for managed care contracting.  As general and special counsel to HMOs and other managed care entities, the Health Care Practice has advised clients on:

• All forms of contracts, mergers and acquisitions, and restructurings;
• Antitrust, tax and bankruptcy, and receivership matters; and
• Federal and state regulatory and reimbursement issues.

HIPAA/Privacy Expertise

The Health Care Practice has represented many providers in responding to HIPAA complaints, and educating various constituencies on their HIPAA obligations. We continue to advise clients on the wide-ranging impact of HIPAA regulations on their operations and help them develop a HIPAA compliance strategy.  We have conducted, participated in, and overseen HIPAA compliance assessments for a broad group of health care providers, health plans, universities, health-related companies, and governmental agencies.  The Practice has also advised clients on other federal and state privacy laws and conducted preemption analyses to determine the impact of state laws in comparison to HIPAA requirements.

Provider and Medical Service Organizations

The Health Care Practice has formed a wide variety of provider and medical service organizations.  In addition to acting as special counsel in the creation of these enterprises, we often serve them as general counsel and assist them in negotiating managed care contracts and in acquiring and managing physician practices.

Antitrust and Regulatory Matters

Health care organizations face antitrust issues in all facets of their operations.  Ropes & Gray helps health care clients structure their acquisitions, affiliations, joint ventures, and managed care contracting to minimize antitrust risk.  We have also represented health care clients before the Federal Trade Commission and the U.S. Department of Justice, as well as before state attorneys general.

Nonprofit Tax Matters

Ropes & Gray has one of the largest exempt organization tax practices in the nation.  We provide advice to our health care clients regarding charitable giving, endowment management, unrelated business income, executive compensation, and tax-exempt financing.  We also have extensive experience in structuring joint ventures or other transactions between non-profit and for-profit entities. We have advised many clients on their federal and state obligations concerning charity care and collective policies, and we represent a number of hospitals involved in the so-called "Scruggs litigation," including complaints impacting charity care matters.  Please click here to learn more about our Tax Practice.

Other Health Care Legal Services

The Health Care Practice’s experience covers a broad range of services encompassing all areas of health law. Additional health care legal services include representation of:

• Health benefit plans/HMOs licensure and regulation;
• Patient care treatment issues;
• State and federal health care reform initiatives; and
• Specialized providers.

Our Clients

We represent participants in virtually every sector of the health care industry: academic medical centers, community hospitals, pharmaceutical companies, pharmacy benefit managers, managed care organizations and insurance companies, health care provider organizations, physician practice groups, health care technology and biomedical companies, and long-term care and skilled nursing home providers.

For additional information, please see our Health Care Litigation Practice.

Ropes & Gray serves our health care clients across a spectrum of needs. Please click on the links below to learn more about our expertise.

• Employee Benefits
• Intellectual Property
• Labor & Employment
• Public Finance
• Tax 

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