Illinois General Assembly - Full Text of HB2222
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Full Text of HB2222  103rd General Assembly




HB2222 EnrolledLRB103 30580 LNS 57017 b

1    AN ACT concerning civil law.
2    Be it enacted by the People of the State of Illinois,
3represented in the General Assembly:
4    Section 5. The Illinois Health Facilities Planning Act is
5amended by changing Section 8.5 as follows:
6    (20 ILCS 3960/8.5)
7    (Section scheduled to be repealed on December 31, 2029)
8    Sec. 8.5. Certificate of exemption for change of ownership
9of a health care facility; discontinuation of a category of
10service; public notice and public hearing.
11    (a) Upon a finding that an application for a change of
12ownership is complete, the State Board shall publish a legal
13notice on 3 consecutive days in a newspaper of general
14circulation in the area or community to be affected and afford
15the public an opportunity to request a hearing. If the
16application is for a facility located in a Metropolitan
17Statistical Area, an additional legal notice shall be
18published in a newspaper of limited circulation, if one
19exists, in the area in which the facility is located. If the
20newspaper of limited circulation is published on a daily
21basis, the additional legal notice shall be published on 3
22consecutive days. The applicant shall pay the cost incurred by
23the Board in publishing the change of ownership notice in



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1newspapers as required under this subsection. The legal notice
2shall also be posted on the Health Facilities and Services
3Review Board's web site and sent to the State Representative
4and State Senator of the district in which the health care
5facility is located and to the Office of the Attorney General.
6An application for change of ownership of a hospital shall not
7be deemed complete without a signed certification that for a
8period of 2 years after the change of ownership transaction is
9effective, the hospital will not adopt a charity care policy
10that is more restrictive than the policy in effect during the
11year prior to the transaction. An application for a change of
12ownership need not contain signed transaction documents so
13long as it includes the following key terms of the
14transaction: names and background of the parties; structure of
15the transaction; the person who will be the licensed or
16certified entity after the transaction; the ownership or
17membership interests in such licensed or certified entity both
18prior to and after the transaction; fair market value of
19assets to be transferred; and the purchase price or other form
20of consideration to be provided for those assets. The issuance
21of the certificate of exemption shall be contingent upon the
22applicant submitting a statement to the Board within 90 days
23after the closing date of the transaction, or such longer
24period as provided by the Board, certifying that the change of
25ownership has been completed in accordance with the key terms
26contained in the application. If such key terms of the



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1transaction change, a new application shall be required.
2    Where a change of ownership is among related persons, and
3there are no other changes being proposed at the health care
4facility that would otherwise require a permit or exemption
5under this Act, the applicant shall submit an application
6consisting of a standard notice in a form set forth by the
7Board briefly explaining the reasons for the proposed change
8of ownership. Once such an application is submitted to the
9Board and reviewed by the Board staff, the Board Chair shall
10take action on an application for an exemption for a change of
11ownership among related persons within 45 days after the
12application has been deemed complete, provided the application
13meets the applicable standards under this Section. If the
14Board Chair has a conflict of interest or for other good cause,
15the Chair may request review by the Board. Notwithstanding any
16other provision of this Act, for purposes of this Section, a
17change of ownership among related persons means a transaction
18where the parties to the transaction are under common control
19or ownership before and after the transaction is completed.
20    Nothing in this Act shall be construed as authorizing the
21Board to impose any conditions, obligations, or limitations,
22other than those required by this Section, with respect to the
23issuance of an exemption for a change of ownership, including,
24but not limited to, the time period before which a subsequent
25change of ownership of the health care facility could be
26sought, or the commitment to continue to offer for a specified



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1time period any services currently offered by the health care
3    The changes made by this amendatory Act of the 103rd
4General Assembly are inoperative on and after January 1, 2027.
5    (a-3) (Blank).
6    (a-5) Upon a finding that an application to discontinue a
7category of service is complete and provides the requested
8information, as specified by the State Board, an exemption
9shall be issued. No later than 30 days after the issuance of
10the exemption, the health care facility must give written
11notice of the discontinuation of the category of service to
12the State Senator and State Representative serving the
13legislative district in which the health care facility is
14located. No later than 90 days after a discontinuation of a
15category of service, the applicant must submit a statement to
16the State Board certifying that the discontinuation is
18    (b) If a public hearing is requested, it shall be held at
19least 15 days but no more than 30 days after the date of
20publication of the legal notice in the community in which the
21facility is located. The hearing shall be held in the affected
22area or community in a place of reasonable size and
23accessibility and a full and complete written transcript of
24the proceedings shall be made. All interested persons
25attending the hearing shall be given a reasonable opportunity
26to present their positions in writing or orally. The applicant



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1shall provide a summary or describe the proposed change of
2ownership at the public hearing.
3    (c) For the purposes of this Section "newspaper of limited
4circulation" means a newspaper intended to serve a particular
5or defined population of a specific geographic area within a
6Metropolitan Statistical Area such as a municipality, town,
7village, township, or community area, but does not include
8publications of professional and trade associations.
9    (d) The changes made to this Section by this amendatory
10Act of the 101st General Assembly shall apply to all
11applications submitted after the effective date of this
12amendatory Act of the 101st General Assembly.
13(Source: P.A. 100-201, eff. 8-18-17; 101-83, eff. 7-15-19.)
14    Section 10. The State Finance Act is amended by adding
15Section 5.990 as follows:
16    (30 ILCS 105/5.990 new)
17    Sec. 5.990. The Antitrust Enforcement Fund. This Section
18is repealed on January 1, 2027.
19    Section 15. The Illinois Antitrust Act is amended by
20changing Section 7.2 and by adding Sections 7.2a and 13 as
22    (740 ILCS 10/7.2)  (from Ch. 38, par. 60-7.2)



HB2222 Enrolled- 6 -LRB103 30580 LNS 57017 b

1    Sec. 7.2. (1) Whenever it appears to the Attorney General
2that any person has engaged in, is engaging in, or is about to
3engage in any act or practice prohibited by this Act, or that
4any person has assisted or participated in any agreement or
5combination of the nature described herein, he may, in his
6discretion, conduct an investigation as he deems necessary in
7connection with the matter and has the authority prior to the
8commencement of any civil or criminal action as provided for
9in the Act to subpoena witnesses, and pursuant to a subpoena
10(i) compel their attendance for the purpose of examining them
11under oath, (ii) require the production of any books,
12documents, records, writings or tangible things hereafter
13referred to as "documentary material" which the Attorney
14General deems relevant or material to his investigation, for
15inspection, reproducing or copying under such terms and
16conditions as hereafter set forth, (iii) require written
17answers under oath to written interrogatories, or (iv) require
18compliance with a combination of the foregoing. Any subpoena
19issued by the Attorney General shall contain the following
21        (a) The statute and section thereof, the alleged
22    violation of which is under investigation and the general
23    subject matter of the investigation.
24        (b) The date and place at which time the person is
25    required to appear or produce documentary material in his
26    possession, custody or control or submit answers to



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1    interrogatories in the office of the Attorney General
2    located in Springfield or Chicago. Said date shall not be
3    less than 10 days from date of service of the subpoena.
4        (c) Where documentary material is required to be
5    produced, the same shall be described by class so as to
6    clearly indicate the material demanded.
7    The Attorney General is hereby authorized, and may so
8elect, to require the production, pursuant to this section, of
9documentary material or interrogatory answers prior to the
10taking of any testimony of the person subpoenaed. Said
11documentary material shall be made available for inspection
12and copying during normal business hours at the principal
13place of business of the person served, or at such other time
14and place, as may be agreed upon by the person served and the
15Attorney General. When documentary material is demanded by
16subpoena, said subpoena shall not:
17        (i) contain any requirement which would be
18    unreasonable or improper if contained in a subpoena duces
19    tecum issued by a court of this State; or
20        (ii) require the disclosure of any documentary
21    material which would be privileged, or which for any other
22    reason would not be required by a subpoena duces tecum
23    issued by a court of this State.
24    (2) The production of documentary material in response to
25a subpoena served pursuant to this Section shall be made under
26a sworn certificate, in such form as the subpoena designates,



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1by the person, if a natural person, to whom the demand is
2directed or, if not a natural person, by a person or persons
3having knowledge of the facts and circumstances relating to
4such production, to the effect that all of the documentary
5material required by the demand and in the possession,
6custody, or control of the person to whom the demand is
7directed has been produced and made available to the
8custodian. Answers to interrogatories shall be accompanied by
9a statement under oath attesting to the accuracy of the
11    While in the possession of the Attorney General and under
12such reasonable terms and conditions as the Attorney General
13shall prescribe: (A) documentary material shall be available
14for examination by the person who produced such material or by
15any duly authorized representative of such person, (B)
16transcript of oral testimony shall be available for
17examination by the person who produced such testimony, or his
18or her counsel and (C) answers to interrogatories shall be
19available for examination by the person who swore to their
21    Except as otherwise provided in this Section, no
22documentary material, transcripts of oral testimony, or
23answers to interrogatories, or copies thereof, in the
24possession of the Attorney General shall be available for
25examination by any individual other than an authorized
26employee of the Attorney General or other law enforcement



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1officials, federal, State, or local, without the consent of
2the person who produced such material, transcripts, or
3interrogatory answers. Such documentary material, transcripts
4of oral testimony, or answers to interrogatories, or copies
5thereof may be used by the Attorney General in any
6administrative or judicial action or proceeding.
7    For purposes of this Section, all documentary materials,
8transcripts of oral testimony, or answers to interrogatories
9obtained by the Attorney General from other law enforcement
10officials, information voluntarily produced to the Attorney
11General for purposes of any investigation conducted under
12subsection (1), or information provided to the Attorney
13General pursuant to the notice requirement of Section 7.2a
14shall be treated as if produced pursuant to a subpoena served
15pursuant to this Section for purposes of maintaining the
16confidentiality of such information.
17    The changes made by this amendatory Act of the 103rd
18General Assembly are inoperative on and after January 1, 2027.
19    (3) No person shall, with intent to avoid, evade, prevent,
20or obstruct compliance in whole or in part by any person with
21any duly served subpoena of the Attorney General under this
22Act, knowingly remove from any place, conceal, withhold,
23destroy, mutilate, alter, or by any other means falsify any
24documentary material that is the subject of such subpoena. A
25violation of this subsection is a Class A misdemeanor. The
26Attorney General, with such assistance as he may from time to



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1time require of the State's Attorneys in the several counties,
2shall investigate suspected violations of this subsection and
3shall commence and try all prosecutions under this subsection.
4(Source: P.A. 96-751, eff. 1-1-10; 96-1000, eff. 7-2-10.)
5    (740 ILCS 10/7.2a new)
6    Sec. 7.2a. Notification to the Attorney General.
7    (a) As used in this Section:
8    "Acquisition" means an agreement, arrangement, or activity
9the consummation of which results in a person acquiring
10directly or indirectly the control of another person.
11"Acquisition" includes the acquisition of voting securities
12and noncorporate interests, such as assets, capital stock,
13membership interests, or equity interests.
14    "Contracting affiliation" means the formation of a
15relationship between 2 or more entities that permits the
16entities to negotiate jointly with health carriers or
17third-party administrators over rates for professional medical
18services, or for one entity to negotiate on behalf of the other
19entity with health carriers or third-party administrators over
20rates for professional medical services. "Contracting
21affiliation" does not include arrangements among entities
22under common ownership.
23    "Covered transaction" means any merger, acquisition, or
24contracting affiliation between 2 or more health care
25facilities or provider organizations not previously under



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1common ownership or contracting affiliation.
2    "Health care facility" means the following facilities,
3organizations, and related persons:
4        (1) An ambulatory surgical treatment center required
5    to be licensed under the Ambulatory Surgical Treatment
6    Center Act.
7        (2) An institution, place, building, or agency
8    required to be licensed under the Hospital Licensing Act.
9        (3) A hospital, ambulatory surgical treatment center,
10    or kidney disease treatment center maintained by the State
11    or any department or agency thereof.
12        (4) A kidney disease treatment center, including a
13    free-standing hemodialysis unit required to meet the
14    requirements of 42 CFR 494 in order to be certified for
15    participation in Medicare and Medicaid under Titles XVIII
16    and XIX of the federal Social Security Act of 1935.
17        (5) An institution, place, building, or room used for
18    the performance of outpatient surgical procedures that is
19    leased, owned, or operated by or on behalf of an
20    out-of-state facility.
21        (6) An institution, place, building, or room used for
22    provision of a health care category of service, as defined
23    under the Illinois Health Facilities Planning Act,
24    including, but not limited to, cardiac catheterization and
25    open heart surgery.
26    With the exception of those health care facilities



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1specifically included in this Section, nothing in this Section
2shall be intended to include facilities operated as a part of
3the practice of a physician or other licensed health care
4professional, whether practicing in his or her individual
5capacity or within the legal structure of any partnership,
6medical or professional corporation, or unincorporated medical
7or professional group. Further, this Section shall not apply
8to physicians or other licensed health care professional's
9practices where such practices are carried out in a portion of
10a health care facility under contract with such health care
11facility by a physician or by other licensed health care
12professionals, whether practicing in his or her individual
13capacity or within the legal structure of any partnership,
14medical or professional corporation, or unincorporated medical
15or professional groups, unless the entity constructs,
16modifies, or establishes a health care facility as
17specifically defined in this Section.
18    "Health care services revenue" means the total revenue
19received for health care services in the previous 12 months.
20    "Health carriers" has the meaning given to that term in
21Section 10 of the Health Carrier External Review Act.
22    "Illinois health care entity" means a health care facility
23or provider organization that has an office in or is doing
24business in this State.
25    "Merger" means the consolidation of 2 or more
26organizations, including 2 or more organizations joining



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1through a common parent organization or 2 or more
2organizations forming a new organization, but does not include
3a corporate reorganization.
4    "Out-of-state health care entity" means a health care
5facility or provider organization that is not headquartered in
6this State and does not do business in this State.
7    "Provider organization" means a corporation, partnership,
8business trust, association, or organized group of persons,
9whether incorporated or not, which is in the business of
10health care delivery or management and that represents 20 or
11more health care providers in contracting with health carriers
12or third-party administrators for the payment of health care
13services. "Provider organization" includes physician
14organizations, physician-hospital organizations, independent
15practice associations, provider networks, and accountable care
17    "Third-party administrator" means an entity that
18administers payments for health care services on behalf of a
19client in exchange for an administrative fee.
20    (b) Health care facilities or provider organizations that
21are party to a covered transaction shall provide notice of
22such transaction to the Attorney General no later than 30 days
23prior to the transaction closing or effective date of the
25    Covered transactions between an Illinois health care
26entity and an out-of-state health care entity must provide



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1notice under this subsection where the out-of-state entity
2generates $10,000,000 or more in annual revenue from patients
3residing in this State.
4    (c) The written notice provided by the parties under
5subsection (b) shall be provided as follows:
6        (1) For any health care facility or provider
7    organization that is a party to a covered transaction and
8    files a premerger notification with the Federal Trade
9    Commission or the United States Department of Justice, in
10    compliance with the Hart-Scott-Rodino Antitrust
11    Improvements Act of 1976, 15 U.S.C. 18a, the notice
12    requirement is satisfied by providing a copy of such
13    filing to the Attorney General at the same time as it is
14    provided to the federal government.
15        (2) For any health care facility that is a party to a
16    covered transaction that is not described in paragraph
17    (1), the notice requirement is satisfied when the
18    healthcare facility files an application for a change of
19    ownership with the Health Facilities and Services Review
20    Board, in compliance with the Illinois Health Facilities
21    Planning Act. The Health Facilities and Services Review
22    Board shall provide a copy of such filing to the Attorney
23    General at the same time as it is provided to the
24    applicable State legislators under subsection (a) of
25    Section 8.5 of the Illinois Health Facilities Planning
26    Act.



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1        (3) For any health care facility or provider
2    organization that is a party to a covered transaction that
3    is not described in paragraph (1) or (2), written notice
4    provided by the parties must include:
5            (A) the names of the parties and their current
6        business address;
7            (B) identification of all locations where health
8        care services are currently provided by each party;
9            (C) a brief description of the nature and purpose
10        of the proposed transaction; and
11            (D) the anticipated effective date of the proposed
12        transaction.
13    Nothing in this subsection prohibits the parties to a
14covered transaction from voluntarily providing additional
15information to the Attorney General.
16    (d) The Attorney General may make any requests for
17additional information from the parties that is relevant to
18its investigation of the covered transaction within 30 days of
19the date notice is received under subsections (b) and (c). If
20the Attorney General requests additional information, the
21covered transaction may not proceed until 30 days after the
22parties have substantially complied with the request. Any
23subsequent request for additional information by the Attorney
24General shall not further delay the covered transaction from
25proceeding. Nothing in this Section precludes the Attorney
26General from conducting an investigation or enforcing State or



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1federal antitrust laws at a later date.
2    (e) Any health care facility or provider organization that
3fails to comply with any provision of this Section is subject
4to a civil penalty of not more than $500 per day for each day
5during which the health care facility or provider organization
6is in violation of this Section.
7    Whenever the Attorney General has reason to believe that a
8health care facility or provider organization has engaged in
9or is engaging in a covered transaction without complying with
10the provisions of this Section, the Attorney General may apply
11for and obtain, in an action in the Circuit Court of Sangamon
12or Cook County, a temporary restraining order or injunction,
13or both, prohibiting the health care facility or provider
14organization from continuing its noncompliance or doing any
15act in furtherance thereof. The court may make such further
16orders or judgments, at law or in equity, as may be necessary
17to remedy such noncompliance.
18    Before bringing such an action or seeking to recover a
19civil penalty, the Attorney General shall permit the health
20care facility or provider organization to come into compliance
21with this Section within 10 days of being notified of its
22alleged noncompliance. The right to cure noncompliance does
23not exist on or after the covered transaction's proposed or
24actual closing date of the covered transaction, whichever is
26    (f) This Section is repealed on January 1, 2027.



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1    (740 ILCS 10/13 new)
2    Sec. 13. Antitrust Enforcement Fund. Any penalties
3collected from an entity for violations of this Act shall be
4deposited into the Antitrust Enforcement Fund, a special fund
5created in the State treasury that is dedicated to enforcing
6this Act.
7    This Section is repealed on January 1, 2027.
8    Section 99. Effective date. This Act takes effect January
91, 2024.