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


Rep. Jennifer Gong-Gershowitz

Filed: 3/20/2023





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2    AMENDMENT NO. ______. Amend House Bill 2222 by replacing
3everything after the enacting clause with the following:
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7    (Section scheduled to be repealed on December 31, 2029)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



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1Statistical Area, an additional legal notice shall be
2published in a newspaper of limited circulation, if one
3exists, in the area in which the facility is located. If the
4newspaper of limited circulation is published on a daily
5basis, the additional legal notice shall be published on 3
6consecutive days. The applicant shall pay the cost incurred by
7the Board in publishing the change of ownership notice in
8newspapers as required under this subsection. The legal notice
9shall also be posted on the Health Facilities and Services
10Review Board's web site and sent to the State Representative
11and State Senator of the district in which the health care
12facility is located and to the Office of the Attorney General.
13An application for change of ownership of a hospital shall not
14be deemed complete without a signed certification that for a
15period of 2 years after the change of ownership transaction is
16effective, the hospital will not adopt a charity care policy
17that is more restrictive than the policy in effect during the
18year prior to the transaction. An application for a change of
19ownership need not contain signed transaction documents so
20long as it includes the following key terms of the
21transaction: names and background of the parties; structure of
22the transaction; the person who will be the licensed or
23certified entity after the transaction; the ownership or
24membership interests in such licensed or certified entity both
25prior to and after the transaction; fair market value of
26assets to be transferred; and the purchase price or other form



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1of consideration to be provided for those assets. The issuance
2of the certificate of exemption shall be contingent upon the
3applicant submitting a statement to the Board within 90 days
4after the closing date of the transaction, or such longer
5period as provided by the Board, certifying that the change of
6ownership has been completed in accordance with the key terms
7contained in the application. If such key terms of the
8transaction change, a new application shall be required.
9    Where a change of ownership is among related persons, and
10there are no other changes being proposed at the health care
11facility that would otherwise require a permit or exemption
12under this Act, the applicant shall submit an application
13consisting of a standard notice in a form set forth by the
14Board briefly explaining the reasons for the proposed change
15of ownership. Once such an application is submitted to the
16Board and reviewed by the Board staff, the Board Chair shall
17take action on an application for an exemption for a change of
18ownership among related persons within 45 days after the
19application has been deemed complete, provided the application
20meets the applicable standards under this Section. If the
21Board Chair has a conflict of interest or for other good cause,
22the Chair may request review by the Board. Notwithstanding any
23other provision of this Act, for purposes of this Section, a
24change of ownership among related persons means a transaction
25where the parties to the transaction are under common control
26or ownership before and after the transaction is completed.



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1    Nothing in this Act shall be construed as authorizing the
2Board to impose any conditions, obligations, or limitations,
3other than those required by this Section, with respect to the
4issuance of an exemption for a change of ownership, including,
5but not limited to, the time period before which a subsequent
6change of ownership of the health care facility could be
7sought, or the commitment to continue to offer for a specified
8time period any services currently offered by the health care
10    (a-3) (Blank).
11    (a-5) Upon a finding that an application to discontinue a
12category of service is complete and provides the requested
13information, as specified by the State Board, an exemption
14shall be issued. No later than 30 days after the issuance of
15the exemption, the health care facility must give written
16notice of the discontinuation of the category of service to
17the State Senator and State Representative serving the
18legislative district in which the health care facility is
19located. No later than 90 days after a discontinuation of a
20category of service, the applicant must submit a statement to
21the State Board certifying that the discontinuation is
23    (b) If a public hearing is requested, it shall be held at
24least 15 days but no more than 30 days after the date of
25publication of the legal notice in the community in which the
26facility is located. The hearing shall be held in the affected



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1area or community in a place of reasonable size and
2accessibility and a full and complete written transcript of
3the proceedings shall be made. All interested persons
4attending the hearing shall be given a reasonable opportunity
5to present their positions in writing or orally. The applicant
6shall provide a summary or describe the proposed change of
7ownership at the public hearing.
8    (c) For the purposes of this Section "newspaper of limited
9circulation" means a newspaper intended to serve a particular
10or defined population of a specific geographic area within a
11Metropolitan Statistical Area such as a municipality, town,
12village, township, or community area, but does not include
13publications of professional and trade associations.
14    (d) The changes made to this Section by this amendatory
15Act of the 101st General Assembly shall apply to all
16applications submitted after the effective date of this
17amendatory Act of the 101st General Assembly.
18(Source: P.A. 100-201, eff. 8-18-17; 101-83, eff. 7-15-19.)
19    Section 10. The State Finance Act is amended by adding
20Section 5.990 as follows:
21    (30 ILCS 105/5.990 new)
22    Sec. 5.990. The Antitrust Enforcement Fund.
23    Section 15. The Illinois Antitrust Act is amended by



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1changing Section 7.2 and by adding Sections 7.2a and 13 as
3    (740 ILCS 10/7.2)  (from Ch. 38, par. 60-7.2)
4    Sec. 7.2. (1) Whenever it appears to the Attorney General
5that any person has engaged in, is engaging in, or is about to
6engage in any act or practice prohibited by this Act, or that
7any person has assisted or participated in any agreement or
8combination of the nature described herein, he may, in his
9discretion, conduct an investigation as he deems necessary in
10connection with the matter and has the authority prior to the
11commencement of any civil or criminal action as provided for
12in the Act to subpoena witnesses, and pursuant to a subpoena
13(i) compel their attendance for the purpose of examining them
14under oath, (ii) require the production of any books,
15documents, records, writings or tangible things hereafter
16referred to as "documentary material" which the Attorney
17General deems relevant or material to his investigation, for
18inspection, reproducing or copying under such terms and
19conditions as hereafter set forth, (iii) require written
20answers under oath to written interrogatories, or (iv) require
21compliance with a combination of the foregoing. Any subpoena
22issued by the Attorney General shall contain the following
24        (a) The statute and section thereof, the alleged
25    violation of which is under investigation and the general



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



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1    issued by a court of this State.
2    (2) The production of documentary material in response to
3a subpoena served pursuant to this Section shall be made under
4a sworn certificate, in such form as the subpoena designates,
5by the person, if a natural person, to whom the demand is
6directed or, if not a natural person, by a person or persons
7having knowledge of the facts and circumstances relating to
8such production, to the effect that all of the documentary
9material required by the demand and in the possession,
10custody, or control of the person to whom the demand is
11directed has been produced and made available to the
12custodian. Answers to interrogatories shall be accompanied by
13a statement under oath attesting to the accuracy of the
15    While in the possession of the Attorney General and under
16such reasonable terms and conditions as the Attorney General
17shall prescribe: (A) documentary material shall be available
18for examination by the person who produced such material or by
19any duly authorized representative of such person, (B)
20transcript of oral testimony shall be available for
21examination by the person who produced such testimony, or his
22or her counsel and (C) answers to interrogatories shall be
23available for examination by the person who swore to their
25    Except as otherwise provided in this Section, no
26documentary material, transcripts of oral testimony, or



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



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



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



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



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1    "Merger" means the consolidation of 2 or more
2organizations, including 2 or more organizations joining
3through a common parent organization or 2 or more
4organizations forming a new organization, but does not include
5a corporate reorganization.
6    "Out-of-state health care entity" means a health care
7facility or provider organization that is not headquartered in
8this State and does not do business in this State.
9    "Provider organization" means a corporation, partnership,
10business trust, association, or organized group of persons,
11whether incorporated or not, which is in the business of
12health care delivery or management and that represents 20 or
13more health care providers in contracting with health carriers
14or third-party administrators for the payment of health care
15services. "Provider organization" includes physician
16organizations, physician-hospital organizations, independent
17practice associations, provider networks, and accountable care
19    "Third-party administrator" means an entity that
20administers payments for health care services on behalf of a
21client in exchange for an administrative fee.
22    (b) Health care facilities or provider organizations that
23are party to a covered transaction shall provide notice of
24such transaction to the Attorney General no later than 30 days
25prior to the transaction closing or effective date of the



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



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1    Section 8.5 of the Illinois Health Facilities Planning
2    Act.
3        (3) For any health care facility or provider
4    organization that is a party to a covered transaction that
5    is not described in paragraph (1) or (2), written notice
6    provided by the parties must include:
7            (A) the names of the parties and their current
8        business address;
9            (B) identification of all locations where health
10        care services are currently provided by each party;
11            (C) a brief description of the nature and purpose
12        of the proposed transaction; and
13            (D) the anticipated effective date of the proposed
14        transaction.
15    Nothing in this subsection prohibits the parties to a
16covered transaction from voluntarily providing additional
17information to the Attorney General.
18    (d) The Attorney General may make any requests for
19additional information from the parties that is relevant to
20its investigation of the covered transaction within 30 days of
21the date notice is received under subsections (b) and (c). If
22the Attorney General requests additional information, the
23covered transaction may not proceed until 30 days after the
24parties have substantially complied with the request. Any
25subsequent request for additional information by the Attorney
26General shall not further delay the covered transaction from



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1proceeding. Nothing in this Section precludes the Attorney
2General from conducting an investigation or enforcing State or
3federal antitrust laws at a later date.
4    (e) Any health care facility or provider organization that
5fails to comply with any provision of this Section is subject
6to a civil penalty of not more than $500 per day for each day
7during which the health care facility or provider organization
8is in violation of this Section.
9    Whenever the Attorney General has reason to believe that a
10health care facility or provider organization has engaged in
11or is engaging in a covered transaction without complying with
12the provisions of this Section, the Attorney General may apply
13for and obtain, in an action in the Circuit Court of Sangamon
14or Cook County, a temporary restraining order or injunction,
15or both, prohibiting the health care facility or provider
16organization from continuing its noncompliance or doing any
17act in furtherance thereof. The court may make such further
18orders or judgments, at law or in equity, as may be necessary
19to remedy such noncompliance.
20    Before bringing such an action or seeking to recover a
21civil penalty, the Attorney General shall permit the health
22care facility or provider organization to come into compliance
23with this Section within 10 days of being notified of its
24alleged noncompliance. The right to cure noncompliance does
25not exist on or after the covered transaction's proposed or
26actual closing date of the covered transaction, whichever is



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