With increased scrutiny from federal and state regulators and lawmakers, states across the country are proposing and, in some cases, enacting new laws to monitor and sometimes place additional oversight of transactions in the healthcare space to address competition, quality, access and cost. These new laws place additional procedural demands on healthcare organizations engaged in transactions.

McGuireWoods monitors these laws and regulations and tracks the status of each state’s relevant legislation in the map and chart below. The firm offers insights on other state healthcare transaction reporting requirements and monitors these rules as states introduce and enact similar requirements.

McGuireWoods’ Healthcare Transactions & Finance and Healthcare Compliance, Regulatory & Policy Practice Groups — which combine the firm’s regulatory, corporate and antitrust capabilities — know how to navigate state healthcare filings, providing clients with informed strategic advice as they consider the burdens and navigate necessary approvals by state regulators.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Cal. Health & Saf. Code § 127500 et seq; 22 CCR 97431 et seq.	Enacted		Effective January 1, 2024 accepting filings for transaction occurring on or after April 1, 2024	Transaction Notice	90-day pre-closing transaction notice for health care entities undergoing material change transactions	California to Require Advance Notice and Review of Certain Healthcare Transactions (December 15, 2022)
Ca. Corp. Code § 14700 et seq.	Enacted		Effective January 1, 2024	Transaction Notice	180-day pre-closing transaction notice for parties acquiring retail grocery firms or retail drug firms (e.g., apothecaries, drugstores, and pharmacies)	California Proposes Rules Clarifying Notice and Review Requirements for Health Care Transactions (August 14, 2023)
AB 3129	Failed	February 15, 2023	N/A	Transaction Notice and Approval CPOM	90-day pre-closing transaction notice and AG approval for health care entities undergoing material (at least $15M) change transactions	California Governor Vetoes Legislation Involving Healthcare Investments (October 2, 2024)
AB 1415	Proposed	January 15, 2025	September 1, 2025	Transaction Notice	Expands pre-closing notice requirements to include transactions that involve MSOs, hedge fund and private equity groups investing in, managing or exercising control over healthcare entities and/orhealthcareentities’ assets	California Legislature Reconsiders Bills Scrutinizing Healthcare Investors (March 5, 2025)
SB 351	Proposed	February 12, 2025		CPOM	Prohibits PE and hedge fund interference/control over physician and dental practices and certain contractual arrangements with physicians and PE and hedge fund groups	California Legislature Reconsiders Bills Scrutinizing Healthcare Investors (March 5, 2025)
SB 25	Proposed	December 2, 2024		Transaction Notice	Concurrently file HSR-covered transactions for business sited or doing sufficient business in California

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
C.R.S. § 6-19-101 et seq	Enacted			Transaction Notice	60-day pre-closing notice to the Attorney General for transactions involving hospitals and other healthcare facilities as described by statute.
SB 25-198	Failed	March 5, 2025	N/A	Transaction Notice	60-day pre-closing notice to the Attorney General for transactions involving health care entities (e.g., medical and dental professional service corporations, provider networks, long term care entities, and veterinary care entities).

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Conn. Gen. Stat. Ann. § 19a-486i	Enacted		October 1, 2024		30-day pre-closing notice of any material change transaction involving health care group practices, hospitals or hospital systems.	Connecticut Requires Pre-Acquisition Notice of Physician Practices and Hospitals (October 20, 2014)
HB 6873	Proposed	February 6, 2025	N/A	Transaction Notice	Extend existing pre-closing notice requirement to 60 days and expand scope of entities subject to review.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope (Transaction Notice/Transaction Approval/CPOM)	Summary	Related Thought Leadership
HB 711; SB 1064	Failed	2020/2021	N/A	Transaction Notice	90-day pre-closing transaction notice for health care entities undergoing material change transactions

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
740 Ill. Comp. Stat. 10/7.2a	Enacted		January 1, 2024	Transaction Notice	30-day pre-closing notice to the state AG of any merger, acquisition or contracting affiliation between two or more health care facilities or provider organizations.	Minnesota Also Adopts Mandatory Reporting of Healthcare Transactions; Illinois Poised to Follow (June 5, 2023)
SB 1998	Proposed	February 6, 2025		Transaction Approval	AG consent to be required for covered health care transaction that include PE or hedge fund financing.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
IC §§ 25-1-8.5-1 — 25-1-8.5-4.	Enacted		July 1, 2024	Transaction Notice	90-day pre-closing notice to AG before undergoing a merger or acquisition with another health care entity with a value of at least $10 million.	Indiana Becomes Latest State to Enact Mandatory Reporting of Healthcare Transactions (March 18, 2024)
H.B. 1666 IC §§ 25-1-8.5	Enacted	January 21, 2025	July 1, 2025	Ownership Notice	Requires the reporting of healthcare entity ownership information and expands health care entities covered by transaction notice requirements.	Proposal Would Introduce Approval Requirement on Healthcare Transactions in Indiana (February 13, 2025)

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
H.B. 894	Failed	March 28, 2023	N/A	Transaction Notice and Approval	60-day pre-closing notice to AG before undergoing a material change transaction and provides AG with approval rights.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Mass. Gen. Laws Ch. 6D § 13; 958 CMR 7.00	Enacted		January 1, 2013	Transaction Notice and Ownership Disclosure	Health care service providers and provider organizations with more than $25 million in annual patient revenue in Massachusetts must provide 60 days pre-closing notice of any material change transaction to the Attorney General, the Center for Health Information and Analysis, and the Health Policy Commission (“HPC”). HPC has 30 days to either initiate cost and market impact review (“CMIR”), which may delay closing up to 215 days from the initial notice date, or to decline to issue a CMIR.	Massachusetts Tightens Healthcare Transaction Oversight, Focuses on Healthcare Investors (January 23, 2025)
H. 5159	Enacted	December 30, 2024	April 8, 2025	Transaction Notice and Ownership Disclosure	Broadens the definition of “material change” in existing law to include certain transaction involving private equity firms, real estate investment trusts, and private-equity backed management services organizations.   The law adds a notice requirement for transactions involving a change ownership or control of a provider involving a significant equity investor, significant asset acquisitions or sales including real estate lease-back arrangements, and conversions from non-profit to for-profit status. The law also allows the HPC to request additional information from private equity investors involved in material changes, including, ownership information.
H. 1355 (H.D. 3147)	Proposed	February 27, 2025	To be specified	Transaction Notice; Transaction Approval; Ownership Disclosure	Would expand existing health care transaction review process law to cover transactions involving applications for a new clinic or free-standing ambulatory surgery center license, or a new satellite facility under an existing license.   The legislation would also require the Health Policy Commission (“HPC”) to conduct a cost and market impact review (“CMIR”) if the HPC finds that a material change is likely to have a significant impact on health care cost growth or competition. The HPC would have the ability to deny approving certain proposed material change transactions that are determined to have anticompetitive effects.   If the HPC approves a proposed material change upon completion of a CMIR, the transaction would be referred to the Attorney General for independent review of whether the transaction satisfies state and federal antitrust law.   Further HPC would conduct an annual review of previously approved material change transactions to determine if the transaction achieved its previously proposed stated benefits. The transaction could be subjected to a new CMIR if it is determined not to have and could be subject to a corrective action plan or the subject provider could be prohibited from making any additional material changes for one year following the reevaluation and approval by the HPC.
S.868 (S.D. 1910)	Proposed	February 27, 2025	Various	CPOM	Would prohibit private equity firms from engaging in transactions that are likely to cause financial distress to a healthcare provider due to debt placement.   The legislation would set restrictions for how private equity firms direct healthcare providers to pay fees and issue dividends and would require private equity firms to deposit a bond with the Department of Health.
H. 2478 (H.D. 4028)	Proposed	February 27, 2025	October 1, 2026	Transaction Notice; Ownership Disclosure; CPOM	Would require 180-day pre-closing notice to the Massachusetts Department of Public Health (“DPH”) and 90-day pre-closing notice to patients prior to any sale, relocation, or closure of (i) clinics or (ii) physician practices with greater than 10 individual physicians engaged in a wholly-owned and controlled group practice. DPH would have authority to conduct a public hearing to consider the potential impacts of the proposed transaction on patient access to services. The legislation would impose new registration and disclosure obligations on physician practices by requiring disclosure of any substantial equity investors and arrangements with MSOs.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Minn. Stat. § 145D.01, subd. 2; Minn. Stat. § 145D.02	Enacted		January 1, 2024	Transaction Notice	Requires 60 days’ pre-closing notice to the Attorney General and Commissioner of Health (“Commissioner”) for any transaction where at least one healthcare entity involved has average annual revenues of $80 million or where the transaction is expected to result in an entity projected to have average annual revenues of $80 million or more once it is operating at full capacity.   Requires 30 days’ pre-closing notice to the Commissioner for transactions involving healthcare entities between $10 million and $80 million average annual revenues.	Minnesota Also Adopts Mandatory Reporting of Healthcare Transactions; Illinois Poised to Follow (June 5, 2023)
H.F. 4206; S.F. 4392	Failed	February 22, 2024; February 29, 2024	N/A	Transaction Approval	Would have prohibited private equity companies or real estate investment trusts from acquiring or increasing operational or financial control or direct or indirect ownership interest in a healthcare provider.
H.F. 2779; S.F. 2939	Proposed	March 24, 2025	January 1, 2026	Ownership Disclosure	Proposed legislation would require health care entities (e.g., health care facilities, providers, insurers, PBMs, and provider organizations), to report certain financial and ownership information to the Commissioner of Health both annually and upon completion of a transaction involving a health care entity.
S.F. 3354	Proposed	April 9, 2025	August 1, 2025	CPOM	Proposed legislation would prohibit private equity companies or real estate investment trusts from acquiring or increasing any direct or indirect ownership, operational control, or financial control of a health care provider (e.g., nursing homes, clinics, hospitals, ambulatory surgical centers, dental organizations, and physician organizations) after August 1, 2025.
S.F. 2972; H.F. 2771	Proposed	March 24, 2025	N/A	Transaction Notice; Ownership Disclosure	Would require 120-day pre-closing notice to the Attorney General for transactions involving a for-profit entity’s acquisition of ownership or control of a nonprofit nursing home or assisted living facility. The for-profit entity would be required to submit evidence of its ability to operate and manage the nursing home or assisted living facility.   The legislation would impose numerous restrictions on for-profit entities’ management of nursing homes and assisted living facilities, including requiring a certain percentage be spent on direct care and prohibiting certain increases in resident housing costs.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Nev. Rev. Stat. § 598A.290 et seq.; Nev. Rev. Stat. § 439A.126	Enacted		October 1, 2021	Transaction Notice	Requires group practices and health carriers to provide 30 days’ notice to the Attorney General of “reportable health care or health carrier transactions” which would result in “a material change to the business or corporate structure” of the group practices or health carrier and which, subject to certain broad exceptions, would cause “a group practice or health carrier to provide within a geographic market 50 percent or more of any health care services.”

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
HB 586	Enacted	February 20, 2025	July 1, 2025	Transaction Notice / Transaction Approval	Require pre-closing notice and approval of certain transfers of control of hospitals, or the acquisition of an independent health care practice by a health care provider organization that is owned or affiliated with a health insurer. Control includes the power to direct or cause direction of the management and policies of hospital via contract.   The law does not specify a timeline for notice to be provided, the New Mexico Health Care Authority has 120 days to either: (i) approve the proposed transaction; (ii) approve the proposed transaction with conditions; or (iii) disapprove the proposed transaction.
SB 14	Failed	January 21, 2025	N/A	Transaction Notice / Transaction Approval	Would have required private equity transactions involving certain healthcare entities to provide a pre-closing notice to the Office of Superintendent of Insurance (“OSI”) no later than 60 days prior to the proposed transaction date.   OSI would have then been required to complete a preliminary review within 60 days to determine whether it would conduct a comprehensive review. If OSI initiated a comprehensive review, it would have had the ability to approve, approve with conditions, or disapprove the transaction.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
N.Y. Pub. Health Law §§ 4550 – 4552	Enacted		August 1, 2023	Transaction Notice	Requires “healthcare entities”, including physician practices, physician groups, and management services organizations, to provide 30 days’ pre-closing notice to the New York State Department of Health (“DOH”) for transactions that result in a $25 million or more increase in a health care entity’s total gross in-state revenue.	New York to Implement Mandatory Reporting of Health Care Transactions (May 8, 2023)
FY 2026 NYS Executive Budget, HMH Article VII Legislation, Part S	Proposed	January 21, 2025	N/A	Transaction Notice / Transaction Approval	Would amend the current “notice-only” requirement under current state law (listed above) to instead require 60-days’ pre-closing notice to and review by the DOH. DOH would have authority to conduct a preliminary review of all proposed transactions, and discretion to initiate a 180-day cost and market impact review. The proposal would also expand the scope of information to be disclosed by a party, implement review and approval processes by the department, and implement a five-year post-closing reporting requirement on completed transactions.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
SB 16	Failed	January 25, 2023		Transaction Approval	Would have required pre-closing notice to, and an initial 90-day review period by, the Attorney General of any transaction involving hospitals or hospital systems.
HB 737	Failed	April 18, 2023		Transaction Approval	Would have required pre-closing notice to, and an initial 90-day review period by, the Attorney General of any transaction involving hospitals or hospital systems.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Or. Rev. Stat. § 415.500 et seq.; Or. Admin. R. 409-070-0000 through -0085	Enacted		January 1, 2022	Transaction Approval	Requires a 180-day pre-closing notice to and approval from the Oregon Health Authority (“OHA”) of material health care transactions involving “health care entities.” OHA may request additional information additional review as needed related to cost, equity, access and quality of care.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
HB 2344	Failed			Transaction Notice	Would have required 45-day pre-closing notice to the Attorney General’s Office before entering into certain transactions or agreements that result in a material change.
HB 2012	Failed			Transaction Notice	Would have required 120-day pre-closing written notice to the Attorney General’s Office prior to the effective date of a merger, acquisition, or contracting affiliation between two or more health care facilities, health care facility systems or provider organizations.
SB 548	Failed			Transaction Notice	Would have required 90-day pre-closing notice to the Attorney General’s Office before entering into certain transactions or agreements that result in a material change involving provider organizations and for-profit entities who own or operate hospitals, hospice agencies, or nursing homes.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
The Hospital Conversions Act: R.I. Gen. Laws § 23-17.14 et seq.	Enacted		1997	Transaction Approval	Within 180 days of having accepted an application, the Department of the Attorney General and the Department of Health shall review and approve or disapprove the same. Pertains to transactions  involving  any transfer by a person or persons of an ownership or membership interest or authority in a hospital, or the assets of a hospital.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
HB 985	Proposed	November 12, 2024	If passed, this bill would become effective on 9/1/2025.	Transaction Notice	Would require that a hospital that acquires an outpatient health care facility shall provide written notice of the acquisition to the Office of the Attorney General and the Health and Human Services Commission.
HB 2747	Proposed	February 12, 2025	If passed, this bill would become effective on 9/1/2025.	Transaction Notice	Would create a 90-day advance notice requirement to the Attorney General for certain healthcare transactions that would result in material changes. Covered transactions include a sale or acquisition of one or more healthcare entities; an arrangement that results in a person acquiring direct or indirect control over a substantial part of a healthcare entity’s operations or governance; and the formation of a partnership, joint venture, ACO, parent organization, or MSO for the purpose of administering contracts, with certain third parties.	Bill Could Create Notification Requirement for Texas Healthcare Transactions (March 18, 2025)
SB 1595	Proposed	February 12, 2025	If passed, this bill would become effective on 9/1/2025.	Transaction Notice	Would require certain health care entities to report to the to the secretary of state information regarding ownership and control both (i) annually, and (ii) upon execution of a material change transaction. “Material change transactions” include certain transactions involving a material change to the ownership, operations or governance structure of a health care entity with total in-state and out-of-state assets and annual revenue of at least $10 million.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
18 V.S.A. § 9405c	Enacted		2015	Transaction Notice	Requires a 90-day pre-closing notice to the Office of the Attorney General of any transaction through which a hospital will acquire a medical practice.
H.71	Proposed	January 23, 2025	If passed, this bill would become effective on 7/1/2025.	Transaction Approval / CPOM	Would have required 180-day pre-closing notice of any “material change transaction” to the Green Mountain Care Board and Attorney General, and would have directed the Green Mountain Care Board, in consultation with the Attorney General to review and approve, approve with conditions, or disapprove the proposed transaction. The proposed legislation also included provisions prohibiting the corporate practice of medicine and would have imposed restrictions on MSO/PC arrangements, including prohibitions on dual ownership in a medical practice and a MSO and on stock transfer restriction agreements.

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
Wash. Rev. Code § 19.390	Enacted	February 22, 2019	January 1, 2020	Transaction Notice	60-day pre-closing transaction notice to the AG for hospitals, hospital systems and provider organizations.	Washington State to Implement Mandatory Healthcare M&A Reporting (August 19, 2019)
Wash. Rev. Code § 19.390 (SB 5122.SL)	Enacted	January 1, 2025	July 27, 2025	Transaction Notice	Entities must file copies of any HSR filing to the AG.
Senate Bill 5241	Failed	January 10, 2023	N/A	Transaction Notice	Expansion of current review process.
H.B. 1072	Failed	January 13, 2025	N/A	Transaction Notice / Transaction Approval	60-day pre-closing notice and approval  requirement from the Washington Department of Health prior to reproductive services, death with dignity services and gender-affirming health care, including services provided telehealth and in-person services.
H.B. 1881 and S.B. 5704.	Failed	February 7, 2025	N/A	Transaction Notice / Transaction Approval	Increases notice period to 90 days pre-closing, expands entities under review, and grants the AG the authority to approve, approve with conditions or modifications, or deny the proposed transaction.	Washington State Proposed Bills May Impact Healthcare Transactions and Investments – McGuireWoods (March 20, 2025)
Senate Bill 5387	Failed	January 1, 2025	N/A	CPOM	Codifies CPOM by expressly prohibiting any unlicensed entity from owning a medical practice, employing licensed healthcare providers or otherwise engaging in the practice of a healthcare profession, subject to limited exceptions; includes governance restrictions and restrictions on certain MSO-PC relationships.	Washington State Proposed Bills May Impact Healthcare Transactions and Investments – McGuireWoods (March 20, 2025)

Bill No. or Statute/Regulation	Current status	Date of Proposal	Applicable Effective Dates	Scope	Summary	Related Thought Leadership
AB-50	Proposed	February 18, 2025		Transaction Notice / Transaction Approval	180-day pre-closing notice to the Wisconsin Department of Health Services before consummating a material change transaction; DHS review and approval thereafter; post-closing monitoring.