Healthcare Facility And Medical Service Provider Change of Ownership (CHOW) - Frequently Asked Questions

No. 

Healthcare Facility Regulation Division (HFRD), a division of the Department of Community Health (DCH), is a governmental regulatory agency that has been vested with the duty of ensuring effective health care planning, licensing, certification and oversight of various healthcare facilities and medical services providers in Georgia. 

As such, it is not the role of HFRD to provide guidance and/or advice to legal questions regarding a healthcare facility and medical services provider change of ownership (CHOW) applications. 

HFRD highly encourages all healthcare facilities or medical services providers to consult with private advisors and legal counsel to answer all specific questions it may have regarding licensure, applications, change in ownership and advice for legal questions regarding a healthcare facility or medical services provider operating within the State of Georgia.  

All applications that are submitted by and/or on behalf of any healthcare facility or medical services provider to HFRD will be processed solely as a change of ownership. 

HFRD will not review documents on behalf of any healthcare facility or medical services provider for the purpose of providing any initial determination if a transaction will or will not result in a Changes of Ownership. 

All questions a healthcare facility or medical services provider may have regarding its application should be referred to a private advisor and legal counsel prior to submission to HFRD.

The situations that define when a healthcare facility or medical services provider change of ownership (CHOW) occurs are numerous and based on a multitude of individual facts and circumstances of the licensee. Generally, for the individuals, entities and management agreements described below a change of ownership means:

• Corporation: 
  • The merger of the provider corporation into another corporation, or the consolidation of two or more corporations, resulting in the creation of a new corporation is a CHOW.
  • An asset transfer of a corporation would be considered a CHOW.
  • The change of an EIN would be considered a CHOW.
  • The transfer of corporate stock or the merger of another corporation into the provider corporation, generally, is not a CHOW.
• Partnership: 
  • The removal, addition, or substitution of a partner.
• Sole Proprietorships: 
  • Any transfer of title and property to another party.
• LLCs: 
  • DHC-HFR recognizes that LLCs have characteristics of both a partnership and corporation and that the members in an LLC are very similar to those of stockholders in corporations.
  • Therefore, an asset transfer involving an LLC is a CHOW
  • However, a transfer of a membership interest in an LLC is not a CHOW
• Management Agreements: 
  • Arrangements between a provider and a management company do not typically result in CHOWs unless the owner has relinquished all authority and responsibility for the provider organization to the management company.
  • A management company that contracts with owners to provide management services, subject to the owners’ general approval of operating decisions, is considered an agent of the owners rather than a partner or successor. 
  • Operation under a management agreement would constitute a CHOW if the licensee owner has relinquished all authority and responsibility for the provider organization to the management company.

Please note that HFRD’s definition of the circumstances that create a change of ownership may be different than those defined by Medicaid, Medicare, or other Federal and State jurisdictions.

Healthcare Facility and Medical Services providers are required to notify the department at least thirty (30) days in advance of an ownership change.

All healthcare facilities and medical services providers should be aware that HFRD reviews all change of ownership (CHOW) applications in the order in which they are received by our office. 

Therefore, the earlier that HFRD receives a healthcare facility or medical services provider’s change of ownership (CHOW) application the earlier HFRD will have the ability to fully review and approve the application.   

Most healthcare facilities or medical services providers that have or anticipate a change of ownership are required to submit an electronic application and required fees via HFRD’s new online web portal: https://forms.dch.georgia.gov/Forms/HFRD-Applications-and-Waivers-Intake.

For PHCP ONLY, all applications and required fees must be completed and submitted via the GAMMIS Web Portal. 

Please see the HFRD Web Portal Application Manual for instructions on how to complete the electronic application process. 

Please note that all applications that are submitted by and/or on behalf of any healthcare facility or medical services provider to HFRD will be processed as a change of ownership only. HFRD will not refund any application fees for applications filed improperly by the applicant healthcare facility or medical services provider.

HFRD does not review documents on behalf of any healthcare facility or medical services provider for the purpose of providing any initial determinations if a transaction will or will not result in a Changes of Ownership.

It is recommended to submit your CHOW application while the sale is still pending and you can note in your application the planned closing date and that bill of sale will be provided on that date.

The official rules for all programs are on record with the Georgia Secretary of State’s Office at https://rules.sos.state.ga.us/. 

Additionally, the corresponding rules and regulations promulgated by the Department of Community Health can be found on its website. Please click the following link: https://dch.georgia.gov/divisionsoffices/healthcare-facility-regulation/hfr-laws-regulations. 

Please note that where PDF versions of the rules are provided on the Department of Community Health’s website, they are considered unofficial copies of the rules and they have been reformatted and compiled for the convenience of the public by Department of Community Health.

All licensure applications and forms can be found on the Department of Community Health’s website. Please click the following link: https://dch.georgia.gov/licensure-forms-applications.

Additionally, all licensure applications and forms, except PCHP, can now be submitted via HFRD’s new online web portal: https://forms.dch.georgia.gov/Forms/HFRD-Applications-and-Waivers-Intake.

PHCP’s applications and required fees must be completed and submitted via the GAMMIS Web Portal.

The healthcare facility or medical services provider should consult the laws, rules and regulations covering that specific healthcare facility or medical services provider.

Additionally, HFRD highly encourages all healthcare facilities or medical services providers to consult with private advisors and legal counsel to answer all specific questions it may have regarding licensure, applications, change in ownerships and advice for legal questions regarding a healthcare facility or medical service provider operating within the State of Georgia.    

Please be aware that all applications, once submitted, by and/or on behalf of any healthcare facility or medical services provider to HFRD will be processed solely as a change of ownership. Additionally, HFRD will not refund any application fees for applications filed improperly by the applicant healthcare facility or medical services provider.   

HFRD will not review documents on behalf of any healthcare facility or medical services provider for the purpose of providing any initial determination if a transaction will or will not result in a Changes of Ownership. 

Therefore, all questions a healthcare facility or medical services provider has regarding an application should be referred to a private advisor and legal counsel prior to submission to HFRD.

If you have reviewed the laws, rules and regulations regarding your specific healthcare facility or medical services provider situation and are still unsure, HFRD encourages the healthcare facility or medical services provider to consult with private advisors and legal counsel to answer all specific questions it may have regarding licensure, applications, change in ownerships and advice for legal questions regarding a healthcare facility or medical service provider operating within the State of Georgia. 

All Healthcare Facilities or Healthcare Services Providers should be aware that all applications, once submitted, to HFRD will be processed solely as a change of ownership. 

Therefore, all questions a healthcare facility or medical services provider has regarding applications should be referred to a private advisor and legal counsel prior to submission to HFRD.

Yes. 

HFRD has recently moved all healthcare facility or medical services provider applications to an online only system. Except for PHCP’s, all healthcare facility or medical service provider can access this system via the online web portal: https://forms.dch.georgia.gov/Forms/HFRD-Applications-and-Waivers-Intake. Upon application submission and payment for all CHOW applications except for PHCP, you will receive an acknowledgment email.  

PHCP’s applications and required fees must be completed and submitted via the GAMMIS Web Portal

Yes. 

HFRD's new online system will provide a healthcare facility or medical services provider with updates via email that will inform the applicant facility that the application has been received, review is in-progress, and completed. 

It is the goal of HFRD and the HFR application team to process and review all applications in an expedient manner as possible.

Due to the unique nature of each application and the related healthcare facility and medical services providers, HFRD and the HFR application team are unable to state an exact timeframe when an application will be fully reviewed after it has been submitted.

Typically, the turnaround time from submission to completion is between thirty (30) and sixty (60) days after your confirmation of receipt is received from the HFRD. 

HFRD and the HFR application team will make every effort to process and review all applications in an expedient manner as possible upon receipt.

No. 

To be fair to all applicants, HFRD does not offer “expedited” or “fast-tracked” reviews by the HFR application team.

All healthcare facilities and medical services providers must be aware that HFRD reviews all licensure applications, including change of ownership (CHOW) applications, in the order in which they are received by our office.

Yes, amendments and supplementation to applications from healthcare facilities and medical services providers are allowed by HFRD.  

However, please note that any amendments and supplementation may result in a delay from our normal review period of the approval of the amended or supplemented application.

If the application is subsequently approved by HFRD, the date of the approval will be dated to coincide with the actual date of transfer.

If an application is approved by HFRD the healthcare facility or medical services provider will be sent a formal communication from HFRD notifying them of the approval and the formal date the application was approved.

If HFRD denies an application, pursuant to O.C.G.A § 31-2-8 and O.C.G.A § 50-13-13, the affected healthcare facility or medical services provider has the right to contest HFRD’s denial of an application.

If a healthcare facility or medical services provider desires to contest a denial, a written request must be filed and transmitted to the Department specifically request an administrative hearing before an Administrative Law Judge with the Office of State Administrative Hearings (OSAH). 

All requests for a hearing must be made in writing and must be submitted by email to [email protected] or submitted by mail no later than ten (10) calendar days from the date of your receipt of the notice of denial.

If a healthcare facility or medical services provider does not request a hearing with in ten (10) days of its receipt of a notice of denial, the decision to deny the application will be final.